Soulless
by Kitt21
Summary: As the war between the Autobots and Decepticons rage, something in the shadows stirs. It has crossed into their world, and now friends have to reveal their true allegiance or risk their factions destruction. Re-posted for corrections.
1. Something evil this way comes

**This is in the transformers movie verse but I'm going to add a few characters that I like from other verses, but in movie verse continuity, other than that the others are from the movie verse. I don't own the Transformers or anything from Hasbro. I only own System and any monster you might see. This is also based before the allspark is launched from Cybertron. Other than that enjoy and please don't flame me too badly. I burn easily. My way of time is this: vorn = 100 years steller cycle = 1 Year orn = 1 week solar cycle = 1 day megacycle = 1 Hour breem = 1 Minute klik = 1 Second**

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In the farthest reaches of space a single derelict ship floated through the stars. On board, shadows ruled and not a single living thing was aboard. Living being the keyword. A pair of glowing red eyes escaped the darkness looking out of a port window. "Itssss been sssso long." the thing hissed "I musssst feed sssssoon."

Soon, another ship came into view. It was very large and the thing that the eyes belonged to could smell … "Food." The eyes glinted maliciously. Soon it would feed, after so long. The eyes disappeared.

Onboard the Ship…

"Sir, there is a ship up ahead. It's sending out a distress signal." Autobot Bluestreak announced to his leader Optimus Prime. The large red and blue form of the Autobot Supreme Commander stood in the center of the bridge.

"Have you scanned for life signs?" the Autobot leader asked.

"Affirmative Sir. Negative life signs detected."

"It's a Decepticon plot!" shouted Red Alert, the security director; his helm starting to spark.

"Most of them are still on the planet, including Megatron." Prowl, the second in command, commented. He stood tall and proud, holding his door wings straight.

Optimus brought up and reviewed the information onto his monitor. They were in space to verify a rumor that ships in this area of space were disappearing. They had to see if it was another Decepticon plan or if there was another reason the ships were falling into catastrophe.

Prime was on the shuttle with Prowl and Red Alert, his officers. The rest of the crew consisted of Hound, Bluestreak, Sideswipe, Skyfire, First Aid, and Brawn. The rest of his command staff was on Cybertron in case the Decepticons got wind of Optimus leaving the base. Jazz was currently in charge and making the most of it,

On the planet Cybertron…

"Yo Sys, tha' batch goes on the table in back not near the couch!" Jazz, the silver special ops commander, was currently guiding his impromptu party goers in to place where the high-grade and treats were. He got his best friend System providing the drinks, she was the only one who could nick an armful of both Ratchet's and the Twins' special batches. Not even Jazz had the ball bearings to do something that suicidal. And the strange thing is she was always on good terms with them, causing Jazz to assume she didn't actually take them, not without the owner's knowledge that is.

"I know how to set up a party Jazzy. Contrary to popular belief you're not the original party mech on Cybertron." the pink, teal, and silver femme retorted glancing through her own visor at him.

"Hey, jus addin' some friendly advice. An only ma' friends can call me Jazzy."

System smirked at that as she continues to deliberately place the cubes near the couch. The way Jazz inflected the word friends, there was no doubt what the silver mech meant by that.

"An only ma' friends can call me Sys. And what about Prowl? Does he know about your friends." She playfully sent back.

"Hey now, tha' hurts. Aint' I one of ya' friends? An yeah of course Prowler knows bout ma friends." Jazz said with a wide smile.

"Only in spirit not in body." System added with her own grin answering his rhetorical question.

"Eeeww you two. Get a room; we don't need you guys to corrupt our processors anymore than what you already did." Sunstreaker whined. Both Jazz and System grinned some more. They both could tell he was really missing his brother; his whining was coming more frequently then his grunts.

"Eh if you haven't noticed yet Sunny, your processor is already as corrupted as it can get and we had nothing to do with it." System stated with an innocent smile. Sunstreaker just scowled at her use of his brother's nickname for him.

"Yeah man, an if ya' talkin' bout lil Bee over there," Jazz pointed to the young bot stacking chairs in the corner "tween' ya', ya' twin, me, ol Hide, Ratch, an Sys here…"

"I'm surprised his first language isn't cursing or at least him being fluent in cuss." Sys finished for him.

"Why exactly are we having this party?" Bumblebee asked innocently, coming over to the group after hearing his name mentioned, while Sunny stalked off.

"It's like this Bee," Jazz said slowly while throwing an arm around Bee's shoulders "There's a sayin' tha' I heard a lon' time go. When th' cybercat's away the glitch mice will play, o' somthin' like tha'." Jazz removed his arm and walked off to direct more bots in the party preparations, but Bumblebee still looked adorably confused. System took pity on him.

"What Jazz is trying to say Bee is that since Optimus, Prowl, and the rest of the party haters are away on that mission, we can have some fun down here. You know, raise morale and stuff. They should be gone for a few solar cycles an orn at the most and we'll have all this cleaned up before they even reach the atmosphere. We'll have our fun, Primes away mission will be done, and no one will be the wiser. Get it?" Bumblebee nodded his head enthusiastically. System smiled and shooed him off to help the others get ready.

Looking around she saw Jazz trying to tell Grapple how to stack the high-grade cubes with Grapple looking like irritation incarnated, Trailbreaker was setting up a few holo games for the younger and light drinking soldiers, even Grimlock was behaving himself and helping some of the minibots reach the top of the walls to set up some decorations. It was too bad that the bots on the mission couldn't join them, System was sure even Prowl (and especially Optimus) would enjoy the party.

Oh well, can't cry over spilled energon. But she couldn't wait till Optimus got back. Blushing and stopping that silly thought System got back to work, really, Optimus would never seriously consider her for anything so might as well stop right there.

Back on the Autobot Ship…

"We'll board the ship and see if we can find any clue about what caused its distress and what may have befallen the crew." Optimus decided. The rest of the crew on the bridge either nodded in understanding or wore an expression of unease but they all knew better than to question their Prime.

"But sir," Red Alert whose job is to question people. "This could all be a trap set by the Decepticons to-"

"Its alright Red Alert," Optimus interrupted Red before he really got going. "We will be in and out in a few breems at the most. There will be someone on the bridge at all times to scan for danger. Then we will return to Cybertron, we can't remain out her for too long." Red Alert looked fit to be tied, but knew Optimus was just trying to think of what was best for everybody. With a resigned sigh he nodded his head in acceptance, but he didn't have to like it.

A boarding party was assembled fairly quickly, consisting of Optimus, Hound, Bluestreak, Sideswipe, and Skyfire. They all waited in an air lock till the ship was brought along side the derelict. They each had a small arms weapon with them in case this really was a Decepticon trap while Skyfire was readying his equipment for gathering the information from the strange ships computer.

Everyone was slightly on edge, they couldn't wait to get back home, this place had an ominous feel to it. They quickly entered the derelict and from there split up to explore the interior and locate the crew. Skyfire went to the bridge with Sideswipe in tow while the others went on alone.

The red eyes opened. The creature could smell its food. It was onboard. Now came the fun part. And as silent as death itself the creature slipped out into the dark hallway on the hunt for its meal.

Optimus slowly and carefully walked down the corridor on the watch for movement using his night vision. To bad he wasn't as observant as he thought he was.

The creature stalked the large bot in front of it from the shadows. He could smell the life in this one. His energon and oil. The combination was irresistible. The mech took one more step forward down the hall.

Optimus took another step through the dark hallway. He felt the back of his neck prickle, like he was being watched. He looked over his shoulder to see if anyone was there. Nothing.

The creature looked down at the mech from its new vintage point on the ceiling. The mech was too slow. If he had turned even a half second faster he might have seen him. Oh well the monster lost its mood to play. Just as the mech took one more step the creature lunged. It was time to feed.

A movement out of the corner of his optic was all the warning Optimus had before he was thrown to the ground by a large blur. He could feel the thing on top of him, its clawed hands trying to get a hold on his shoulders. Using one of his legs he was able to wedge it in between their bodies and drive the two apart. Quickly he rose to his stabilizing servos. That was when he got a good look at his assailant.

It was a large grey Cybertronian with dark red optics. The thing looked up at him and smiled a cold dead smile and Optimus was able to see two long fangs in its mouth. The thing looked almost dead, it had absolutely no color on its body and its optics cast very little light. That was all that Optimus was able to see before the thing attacked him again.

"Pleasssssse don't take thissss perssssonally." The thing hissed in his audio "Itssss jussssst been sssso long and you sssssmell sssso good." Optimus jerked at that in horror. What did this thing mean by that? That moment was all the monster needed. It lunged its head toward Optimus' neck and sunk its fangs into the soft metal and wires.

Optimus roared in pain. He didn't understand what this thing was doing, but he knew he had to get away from it. Optimus, as leader of the Autobots, isn't a coward by any means. He has faced death and destruction many times and never ran. But this creature, it caused Optimus to feel a horrible amount of fear. He just knew he had to get away before something horrendous happened. Confusion, fear, desperation all filled Optimus' mind at that moment that he was able to summon enough strength to push the monstrosity away from him.

The creature made contact with a wall but was unfazed. He began to advance on the downed mech, but before he could begin to feed again he smelled something. A retched stench that filled his olfactory sensors. It was coming from down the hall and it was getting stronger. Unable to stand it anymore the creature fled. Optimus dragged himself as far as he could until he felt a wall hit his shoulder. He didn't have any strength left and he just collapsed.

The rest of the boarding party ran up the hallway Optimus went through. They all heard a commotion, but when they heard Optimus' roar of pain they all scrambled as if the Unmaker was at their heels. The sight they saw chilled all of their sparks; Optimus Prime huddled on the floor shivering slightly with fresh energon pouring from a wound on his neck. Skyfire bent down to examine his leader's wounds while radioing First Aid in case Prime had sustained other injuries he couldn't see, and he didn't poses the right equipment to help if that had occurred.

Bluestreak and Hound were examining the hallway for signs of Optimus' attacker. A set of claw marks on the wall occupied Blue's attention until the sound of struggling brought his focus back to those around him. Optimus was thrashing wildly and screaming in absolute agony. It took both Skyfire and Sideswipe to restrain their leader to keep him from hurting himself any further, but they couldn't stop his cries.

"AAAAAAAHHHHHHHHHHH MAKE IT STOP. PLEASE STOP IT." Optimus cried at the top of his voice. His very insides felt as if they were filled with acid, his fuel pump felt like it was going to explode, but it was his spark that was in the most turmoil. His spark felt like it was being torn slowly to pieces. All he felt was the pain, he was unaware of the scientist and front line warrior on top of him or of the yells and curses flying around, he wasn't even aware of his own screams or of the needle inserted into one of his neck lines. Then after that he was unaware of anything at all.

It was chaos on board the derelict. As soon as Optimus started to thrash and howl Skyfire instantly threw his own bulk on top of Optimus.

"Sideswipe! Help me keep him down!" the normally calm scientist yelled over his leaders cries. Sideswipe paused for half a sec before kneeling over his fallen leader and helping to hold him down.

"When's that slagging medic gonna get here?"

"What's wrong with him?"

"First Aid!"

"Can't you give him something!"

"I don't have the right kind of equipment!"

That was the scene First Aid came to. "Move, let me through!" Let it be said First Aid wasn't Ratchet's apprentice for nothing. The first thing the grumpy CMO taught the young Protectobot was how to control the situation. He hurried over to the writhing forms of Optimus, Skyfire, and Sideswipe.

"Keep him down a little longer!" First Aid ordered.

"Well hurry with whatever you're going to do!" Sideswipe yelped, unable to hold Prime for much longer.

"We'll try First Aid, but hurry please!" Skyfire nodded at the medic.

The young medic rummaged in his med-kit and drew out a syringe, measured out the right dose and injected a sedative into Primes neck. Almost instantly Optimus collapsed deep in a forced recharge. Skyfire and Sideswipe carefully got off of him and stepped back to let First Aid work.

He quickly fixed the holes in his neck, but other than that he couldn't find any other wounds. He didn't understand what could have caused the pain Optimus was in. He decided to get him back to base as soon as possible to let Ratchet see if he could find what obviously First Aid was missing.

"Ok, that's all I can do here. We need to get him back to Cybertron fast. I don't know what caused his attack, so I'm missing something and unsure how to help." First Aid said in quiet frustration.

Skyfire nodded, understanding what First Aid was frustrated about. He was no medic himself but it couldn't feel good to see a suffering bot and be unable to help especially to someone as empathic as First Aid. Hefting Optimus into his arms, the scientist and the rest of the boarding party left the ship, but Bluestreak held back for a few seconds. He took one last look at the marks on the wall, committing them to memory before catching up to the others.

Back on the Autobot Ship…

When they all got back to the ship, First Aid and Skyfire wasted no time in getting Optimus into the med-bay and hooked up to spark monitors and scanners for a more detailed look at their Prime's condition. Sideswipe, Hound, and Bluestreak headed to the bridge to report to Prowl what had happened. Red Alert was up the walls when they finished and were already halfway back to Cybertron. Skyfire, who had returned from the med-bay in the middle of their report, was trying his best to calm the distraught SD.

Suddenly, /Skyfire! Get down to med-bay NOW!/ First Aids voice yelled through the com-system. Every bot jumped at First Aid's sudden loud command. Skyfire all but flew towards the med-bay with Prowl, Red Alert, and the rest of the crew in his wake. As they came close to their destination they heard the sound of loud high pitched noises. Inside the med-bay they could see the medic running around the room in a frenzy. On one of the berths Optimus was connected to more machines then before.

"His spark is destabilizing! I don't know how long I can keep him alive. We need to get him back to Cybertron NOW!" he was running around connecting Optimus' spark to life supporting machines with a practiced hand. Prowl was already heading down to the bridge to give the order to head to Cybertron at full speed.

At the Decepticon Base…

"Sire, I have detected an Autobot ship." a Decepticon with one optic in the middle of his face reported to the Decepticon Lord. A large silver mech with cold blue optics stepped towards the single optic con'.

"Where are they located Shockwave?" he asked in a harsh voice.

"Location is in the area of space where many spacecrafts have been vanishing, sire." Shockwave said in his monotonous voice. The Decepticon Lord had a contemplative look on his face plates.

"Prepare a shuttle. I want to know what Prime is up to."

"As you command, Megatron."

At the Autobot Base…

The party was in full swing. Everyone who didn't have duty or patrol was living it up in the rec. room where they had set up. Some of the bots were already severely wasted, recharging where they dropped. System was laughing at everyone's antics. Blaster was blaring music at audio shattering decibels, some of the minibots were dancing on some of the deserted tables while four of the Aerial bots were mirroring in the rafters, though they looked quit inebriated and wobbled close to the edge, she was not worried they would fall. The aerials always danced on the rafters and have yet to fall off and she doubted they would start.

Over in one corner System saw Bumblebee and Fireflight looking at Kup in awe as he regaled to them another one of his stories, she smiled at that. In another corner Jazz was having a drinking contest with Trailbreaker, Cliffjumper, Sunstreaker, and Smokescreen.

Unsurprising, Trailbreaker was winning with Cliffjumper and Smokescreen already lying unconscious with Sunny and Jazz clearly drunk off their afts. How any of them could think of beating the large defense strategist was beyond her, but hey bots could dream couldn't they?

What really surprised her was in the back of the room both the Dinobots and the rest of the Protectobots were being civil and dare I say, friendly, to each other. Grimlock was talking animatedly and using hand gestures with Hot Spot, the Protectobot leader, who was ducking and avoiding said hand gestures, but was also listening and adding to the conversation.

Slag and Snarl were talking as well with Blades, but without the hand gestures. The street fighter looked like he was enjoying his discussion with the two Dinos. Sludge, Groove, and Streetwise looked like they were trying to cheer up Swoop, who was probably missing his fellow medic in training. He was cracking a smile every now and then, so they were succeeding some what.

And looking in the final corner she saw some of the couples cuddling and enjoying their lovers company. Wheeljack was practically glued to Ratchets side and looked as if he might permanently weld himself to the medic's armor. But Ratch' was looking like he didn't mind the Engineers snuggling, they both did have lengthy shifts and the two lovers weren't able to see each other as much as they wished but they did manage to pull themselves and each other from work enough, so they managed.

System even heard rumors that Wheeljack was going to ask Ratchet to Bond with him. She hoped it were true, she could see that the medic and engineer were good for each other and truly loved their partner.

Next to them sat Mirage and Inferno who looked as if they were having fun but they were also missing their mates who both were on the mission with Optimus and weren't due back for another day or so, but System could see they were making the effort to have fun and knowing that both their loved ones would return soon were making them relax some.

Another surprise was Tracks was sitting with them, making as Sides would say 'goo-goo optics' at Blaster. Likewise Blaster, still playing music, was dancing around as if trying to impress someone. System had her suspicions with those two but left it alone, no need to be a busybody.

She decided not to intrude. Inferno was always able to stay happy and relaxed about everything and Mirage was just the brooding type of mech who didn't like others to pity him and Tracks was Tracks, so she left them alone. Everyone looked like they were having the time of their lives and it made System smile.

She then decided to take some of the mid-grade to the bots on duty. It didn't seem fair to her that the bots off duty were having fun and the rest of the base had to work. Grabbing some cubes, giving a cheerful wave to some of the lucid bots, and exiting the room, she made her way to the command center/communications room.

She entered the command center to see Skids and Hoist at the monitors on the look out for Decepticons while Grapple was at the communications console keeping tabs on the bots on patrol. When they looked up they greeted her with grateful smiles. System was one of the most popular soldiers in Primes command (along with Jazz). Not many, be they mech or femme, can be friends with the twin terrors, the Dinobots, The Hatchet and all the minibots, the whole base really.

She showed care to all the bots she knew, from taking food and drinks to on shift bots to helping Perceptor teach the Dinobots and the gestalts. She could explain what Perceptor was saying in a kind way so the Dinos didn't feel like their intelligence was being insulted. She, along with Jazz, also had this way of knowing when someone on base was feeling down or depressed and needed a friend to talk to or some help. And amazing enough, she could stop a fight from brewing between any bot, from Sunstreaker and a very vocal, very suicidal minibot to a Dinobot and the combiner teams.

She also was a very proficient fighter, the only frontline Femme in the entire Autobot army. Elita-One had wanted her for the Femme unit of the army, which she commanded and dealt more in guerrilla warfare, but System saw that kind of fighting, while necessary in these times, as dishonorable and refused to partake in it. So she was placed in Primes unit because he needed the best fighters and she was one of the best there was. She could hold her own with a whole Seeker trine which is rare, to insulting Megatron to his face plates and not flinch, which is very rare and stupid.

"You bots do know you don't have to do that and can come to the party, right?"

"Yes, but even though Jazz is in charge it in not wise to tempt fate. A Decepticon attack can happen at any time." Skids answered her. System shook her head and replied, "You have been listening to Ironhide again haven't you?" At the sheepish looks she got from the three bots she know the answer. "I swear, that lug nut is getting more paranoid then Red. After the beating we gave those con's last orn, they should still be fixing themselves up. Especially Screamer, since both Sunny and Sides clipped his wings." All the bots shared a small chuckle at that.

Starscream really did live up to his name when both of the twin terrors used their infamous 'Jet Judo' to latch onto the air commanders wings and brought him down. Then, be it purposeful or the will of Primus, the seekers wings couldn't hold the twins combined weight and the moment they touched down Starscream's wings snapped off and twins rolled off of him, each a wing in hand. Then out of pain or rage, the Decepticon second in command started to screech and scream at such a high volume that every warrior on the field were fearful for their audio receptors.

"It was a good thing ol' bucket-head called a retreat cause I'd hate for Ratch' to fix my audios." System said after her giggles subsided.

"Why would you be concerned about Ratchet fixing your audios? He's fixed you when you had worse right?" Hoist asked.

"With ol' Ratch, having busted audios is the worst kind of injury you could get."

"Why is that?" Grapple decided to add to the conversation. "Because if you can't hear at all, then you can't hear Ratchet's tirade when he fixes you. And nothing is worse then a cranky CMO who throws a tantrum that won't put the fear of Primus in you." At that everybody burst into bouts of laughter.

Suddenly Grapple stopped laughing and was fiddling with the communications console like a mad-bot. This got everyone's attention. "What's up Grapple? Is anything wrong with one of the patrols?" System dared to ask. There wasn't supposed to be a Decepticon attack, there just wasn't. Grapple stilled for a few kliks, and then his optics got really wide. He turned to the others and said in a panicky voice, "It's the mission crew. Something happened to Optimus. Their bringing him in now. They need Ratchet and the med-bay ready NOW!"

The urgency in Grapple's normally soft and polite voice had System running down the halls to the rec. room at speeds thought only attainable by seekers and other flyers. As she reached the door to the party she quickly scanned and located Ratchet still with Wheeljack. She ran inside heedless of the others in the room, grabbed Ratchet by his arms and started pulling while trying to make herself heard over Blaster's music.

Ratchet didn't like being forced away from his lover and mech-handled, but the expression on System's face got him to at least start following her trying to hear what she was yelling. He was able to make out "….come…med-bay….Opti….trouble.." At the word 'trouble' Ratchet started to run and System dropped his arms and got out of his way but she tagged along, unsure if he got all of what she said and needed it repeated. Wheeljack was right behind them, having gotten up when System dragged Ratchet out.

Everyone at the party saw this and immediately stopped. Jazz, who wasn't as intoxicated as he seemed to be, took charge of the situation, "Bumblebee! Fireflight! Take care of all the drunken and unconscious bots, get them in their rooms. Kup, go to the med-bay and get the low down from Sys. I'm headin' to the command center. Report in when you're done."

Everyone saluted and headed off to do as ordered. It didn't take long for Bee and Fireflight to handle the inebriated bots and get them to their rooms. When they were done and comm.-ed Jazz their report of their situation, they decided to head to the med-bay. There they found Kup and System sitting on one of the chairs in the waiting room in the hall right outside the med-bay.

Kup told the two young bots what System told him while the femme sat quietly, looking absolutely worried. Bee sat on her right side and put his arm around her shoulders while Fireflight took her left, taking her hand in his.

Kup would have thought the scene to be cute had the situation not been terrible. Everyone on base knew of System's crush on the Autobot commander, except the commander himself. And since the femme practically raised the younger bots with Ironhide's help, its understandable why the younglings would offer her comfort at a time like this.

Jazz came a few breems after everyone began to collect at the med-bay. He was saying something about the shuttle and what happened on the mission, but System didn't bother to listen. She was too worried about Optimus to care about what happened on the slagging mission. By now the shuttle had touched down and docked at the base. First Aid and Skyfire were rushing threw the halls with Optimus on a stretcher towards med-bay. They didn't perceive the bots that crowded around outside their destination but no one dared get in their way or bother them with questions.

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**I reposted this story because Optimus Bob was so kind enough to beta my other chapters for me and it is also thanks to Optimus Bob that I have more pride in my story (Thanks so much!)**


	2. Ashes to ashes

**I do not own Transformers**

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After the scientist and medic disappeared into the med-bay the rest of the crew appeared with Prowl leading. Jazz jumped out of his chair to talk with the second in command. Bee tapped System on the shoulder in an attempt to get her attention on what Prowl and Jazz were going to say. She raised her head and looked at him with glazed optics, not really registering what she was seeing. Bee jerked his head in the officer's direction and she turned to see what he wanted her to see.

"What happened Prowler?" Jazz was trying to keep upbeat by using his bondmate's nickname. But Prowl was too upset to even correct Jazz about his name or about proper protocol.

"I am not quite certain Jazz. I was on the bridge at the time of the attack. From what I can gather, Optimus was alone on one of the levels of a derelict ship we had come across. The rest of the crew that was sent with him was searching when they heard the sounds of a struggle and Prime's cries of pain. By the time any of them arrived on the scene, Prime was on the ground with no sign of his assailant. When we brought him back aboard our ship, Prime's condition deteriorated as First Aid attempted to monitor him."

Prowl said all this in his normal monotone voice. Only Jazz, as his bondmate, was able to tell how much this situation was affecting him. Jazz decided to throw protocol out the proverbial window and gathered Prowl into his arms, sending as much comfort through their bond as he could. Prowl just let Jazz hug him. Everyone fell silent when Prowl gave no more information and waited to see if Ratchet could perform another miracle in his med-bay.

Inside the med-bay, it was in complete chaos. Ratchet had First Aid running around for equipment while he struggled to keep Optimus' spark lit. "His spark isn't responding! First Aid bring me 40 cc's adrenal-energon, we need to keep his spark from guttering!"

First Aid brought over a needle with the necessary amounts of energon. Ratchet quickly but gently took it from the Protectobot and inserted it into Prime's neck. The special energon was designed to give a bots fuel pump a jumpstart and cause the internals to work faster and harder, keeping the spark alive. Ratchet looked at the spark monitors and cursed liberally.

"His spark is still fading!"

"Can't we just put his spark in another body until we find out what's wrong with his own?"

"No good. His spark is too weak right now. If it was to come into contact with the environment outside the spark chamber it'd gutter out for sure." Ratchet explained as calmly as he could while trying to keep Optimus alive. Then they heard the sound of the spark monitor. Optimus' spark went out.

"Primus slag it! Don't you die on me you fragger! Aid get me the spark de-fib!" First Aid got the machine, gave it to Ratchet and got out of the way. Ratchet set the machines voltage and readied the paddles. "Alright, CLEAR!" He placed the paddles on Primes chest. A shock and the body convulsed. First Aid looked at the spark monitor.

"Negative."

"Again, CLEAR!" Again another shock and tremor. Again nothing on the spark monitor.

"Negative."

"Come on you little glitch. I raised you to never give up. Now. Come. Back!" Again another shock but still nothing showed on the monitor.

"Boss, I don't think-"

"NO, I'm not giving. Primus you can't have him, not yet." He tried again, but the spark monitor still didn't register. Ratchet tried again. First Aid couldn't bare to see his mentor like this. He went over to his side and placed a hand on his arm. Ratchet gave him a dark look.

"Boss, he's gone. Let him go." First Aid said it with great care. Ratchet didn't want to believe him. It just couldn't be. They couldn't lose Optimus. They couldn't. He couldn't. But looking down at the body then to the monitor with its horrendous noise saying the spark behind the powerful body was gone. He tried to dredge up as much professionalism as he still had and let First Aid take the de-fib paddles from him.

"Alright," he spoke in a defeated tone. "Call it." He had hopped to never have to say those words with Optimus on his repair table. Optimus. His little sparkling. When Optimus' creator, Sentinel Prime, died Optimus was placed in the care of Ratchet and his best friend Ironhide. It was tough but they loved every breem that they got to care for the little lug nut.

Oh Primus. What was he going to tell Ironhide? The slagger liked to make bots think he was a monstrous, cannon-toting, spawn of the pit that would sooner offline himself before he would touch a sparkling. But in reality he absolutely loved taking care of sparklings.

First Optimus, then they found the twins, then Bluestreak and Bumblebee. Sure System played a big part in taking care of Blue and Bee, not to mention Fireflight, but all the younglings would more often want Ironhide, and sometimes Ratchet too, when they were scared and wanted comfort. When Ironhide hears about this, it was going to break his spark.

Seeing the look on Ratchet's face, First Aid placed his hand on Ratchet's arm again. "I can tell them." There was little else that the younger medic could be speaking of, all of the bots waiting outside for news of their Prime.

"No. I'll do it." the resigned tone in his mentor's voice all but broke First Aid's spark.

"Boss you do-"

"I said I'll do it Aid." the use of his nickname and the look Ratchet leveled him with convinced First Aid that this was something that Ratchet had to do. Nodding his head, he removed his hand and moved over to get a sheet to place on his leader's body. Ratchet placed his hand on Optimus' helm and gave one last look to his sparklings face before turning and heading out. He wouldn't be able to see, no matter how professional he was, that white sheet be pulled over the face of one who held so much life.

Outside the med-bay…

The entire mission crew and half the base had come to stand vigil outside the med-bay, each one afraid for their Prime's life. System still sat where she had when she informed Kup of the situation, with Bee and Fireflight still flanking her with their heads on her shoulders, but now Bluestreak sat at the femme's feet with his head in her lap. Fireflight and Bluestreak were in recharge and System looked like she wasn't too far from joining them. Bee was still wide awake, looking around.

Jazz and Prowl had taken the chairs right next to the doors, Prowl sitting tall and proud while Jazz had his arms resting on his legs holding his head in his arms. From his position Bee couldn't see it but Prowl had his hand on Jazz's upper thigh, providing comfort.

Inferno had Red Alert sitting in his lap trying to keep the paranoid SD from fritz-ing, the last thing Ratchet needed was to sort out Red's CPU. Some of the none drunked minibots were in a pile partially away from the med-bay, offering comfort to each other. The Dinobots and the rest of the Arial- and Protecto-bots were in their own common rooms so as not to crowd the waiting area anymore as it already was.

Even the twins were showing uncharacteristic affection. Sunstreaker had his arms around Sideswipe with his helm tucked under Sunny's chin, while Sides held onto his brother's arms and his optics shut down.

Looking around some more Bee could see Blaster with Tracks, Mirage with Hound, Kup, Grapple, Hoist, Skyfire and Wheeljack (who came back out after Optimus was rushed inside), and Skids. He wondered if any one was still on patrol or monitor duty when he heard the sounds of heavy foot steps approaching. Looking up he saw it was Ironhide. Trying to get up quietly he accidentally disturbed System, whose head was starting to lull onto Bee's shoulder, in which disturbing Fireflight and Bluestreak.

"It's ok." Bee soother them when they turned expectant optics to him. "I'm just going to inform Hide what's been going on." System nodded in understanding, then turned to the others. "It's ok baby blue, firefly, go back to recharge." She gently used her nicknames for them. They laid back down and returned to recharging. Bee continued over to Ironhide who was looking at all the other bots that were gathered.

"What's going on?" Ironhide asked in his gruff voice. "Ah jus' bot back from patrol on ah find everyone her outside th' med-bay, whose dyin'?" Bumblebee slapped his hands over Ironhide's mouth plates and making shushing sounds but some of the bots has heard Hide's insensitive comment. Red Alert started up his panicking again just after Inferno got him as calm as he could get. The minibots looked absolutely devastated and Kup was shaking his head, muttering something.

Bee took Hide by the arm and guided him down the hall before he started to explain things to the trigger-happy weapons specialist. Ironhide was completely still when Bee finished, not showing anything on his face. Bumblebee at first thought he pulled a Prowl and fried some of his circuits, but then Hide rushed as fast as he could back to the room.

Bee was surprised that his guardian could run that fast but he wasn't for behind. When Ironhide reached the doorway to the med-bay he attempted to open the doors but half a dozen bots jumped on him and pulled him away.

"Let me go you slaggers, ah need to be in there. LET GO!"

He raised such a racket everyone was surprised and very worried when neither Ratchet nor First Aid came out to tell them to quiet down. Both Jazz and Prowl each had a hold of one of Hide's arms trying to talk some sense into the older mech.

"Cool down man. Ya' not helpin' anyone if ya go stompin' round when Ratch is workin'!"

"Listen to Jazz. He is correct. You can not help Optimus if you go inside and disrupt Ratchet when he is working. If anything, you would be endangering Optimus further."

Ironhide forcibly calmed himself down and everyone let him go. He just stood there looking for all the world like he just lost the most precious thing to him. Everyone was tense for a moment, judging whether or not Ironhide would try to back into the med-bay again. After a moment everyone returned to their seats, Bee went back to sitting with System, Bluestreak, and Fireflight who were all woken by Ironhide's disturbance. Just then Ratchet came through the doors.

Ratchet stepped outside to see the faces of over half the base. Oh Primus. He had hoped to only face Prowl and Jazz, maybe Ironhide and System as well, but not the whole fagging base. 'Dear Primus grant me strength' he thought.

Everyone got up and looked at him for news. All the looks of hope in their optics almost broke though the careful mask of professionalism he barely held onto. They had hoped he could pull off a miracle again, even though he always kept warning all of them that he might not be able to save them, and now was one time he wished he was proven wrong.

Onboard the derelict ship…

The creature was back at its window lamenting on its lost victim. So close. He had been so close to being able to feed. His prey was injured, disoriented. It could have had it if it wasn't for that hideous odor. Whatever it was he cursed it to the Pit and back.

Then like before, the monster caught sight of a ship. It was different from the one before. More dark and streamlined, and it had an aura of darkness about it. This was even better then before, he could almost taste that darkness. He could smell more food aboard. Smiling an evil smile, the poor lighting glinted off its fangs.

Onboard the Decepticon Ship…

"Sir, Ship detected ahead. Condition: sending out distress signal." Soundwave reported.

"Excellent Soundwave." Megatron smiled his cruel smile, turned around, and walked out.

"Megatron?" Soundwave questioned.

"I am going to explore that ship and see what my brother is up to. Stay here Soundwave, and wait for my return." Megatron answered his third in commands unasked question.

He walked towards a docking hatch to find the rest of the crew there, all young recruits. Able bodied, loyal to the Decepticon cause, and incredibly naïve. They appeared to want to accompany him aboard the derelict. Megatron just grunted to acknowledge that they were there and continued onwards. He didn't care if they went with him or not, he just wanted to know what his brother was doing. They all boarded the derelict ship, they all split into groups with Megatron heading off alone, and they all went off down the halls. What they all didn't see was a pair of dark red optics following their leader and disappearing in the darkness.

At the Autobot Base…

Everyone outside the med-bay was waiting for Ratchet to speak. He opened his mouth but couldn't find his voice, closed it, looked to the ground and shook his head. It was deathly quiet at first as everyone just processed what the medic was implying, then System started to breakdown and sob into her hands as Bumblebee, Bluestreak, and Fireflight crowded around her crying themselves.

Many were still in denial, all staring with shocked, blank optics, willing the CMO to be wrong, for Optimus to come through the doors and say he was fine like so many times before. Ironhide and Ratchet locked optics.

The weapons specialist denial;

Optimus was alive.

You're wrong.

Ratchet's sorrowful.

Regret.

He's gone.

For kliks they stared at each other until Ironhide saw that the CMO was saying the truth. Optimus Prime, Leader of the Autobots, the last of the Primes, his precious sparkling was gone, dead, never to be seen again.

Ironhide let out a wail of grief and aimed a punch at Ratchet. Many were surprised at this and got up to stop him but were too slow. Ironhide's fist made contact with

the med-bay door. Ratchet didn't even flinch. Ironhide cycled air heavily, leaned in close to Ratchet's faceplates and whispered to the CMO, but in the deathly quiet everybot heard what he said,

"You failed." He then leaned back, turned, and left. The display seemed to force the rest of the bots to see the truth, their Prime was dead. They all left, many still in shock. System, still in tears, left with Bluestreak and Fireflight still at her sides, Bumblebee right behind them. Prowl and Jazz went to Ratchet to get the technical details as per procedure. Wheeljack stayed behind to let them speak to Ratchet, and to be with him when they finished.

"What happened Ratchet?" Prowl asked, faceplates neutral, but his optics betrayed the torrent of emotions inside him. Jazz remained silent, energon tears flowing from under his visor and down his face.

"I can not tell you Prowl, not until I perform an autopsy."

"Can't you tell what did it?" Jazz posed his question, curiosity pushing his grief to the back of his mind.

"That's the thing. I don't know what happened. All my scans told me his body was and still is, physically in perfect health. What ever happened to cause Prime's….," He couldn't bring himself to say that damned word. "To cause this to Optimus, it attacked his spark."

All three fell silent. A bots spark was their very life force, without it a Cybertronian was just a hunk of servos and wires. It was also very sensitive to touch and its environment, that's why all Cybertronians kept their sparks and chests heavily armored, even before the war. And to die because something attacked the spark was tantamount to torture. 'No wonder he was in such pain' thought Prowl, remembering what Skyfire said about Optimus' attack on the ship.

"Well that explains a few things. I will fill out a report for you on what happened on the mission, but for now I need to get in contact with-"

"Oh no Prowler," Jazz interrupted with a stern look on his face. "Ya not gonna bury yerself in work. Ya gotta work this out like the rest o' us."

"Jazz," Prowl spoke calmly, but Jazz could tell it was different from Prowl's normal calm. "I know what you mean. But there are a few things I need to do first, no let me explain," He held up a hand when Jazz looked like he was going to argue.

"I need to contact Ultra Magnus and Elita-One and tell them about Optimus, they need to be told soon and I would prefer them be told by a friend instead of some random soldier who does not have all the facts straight. After that, we all will have a period of mourning and internment for Optimus. But after that we need to continue forward, we are still at war and Optimus would not want us all to give up because he is no longer with us."

Jazz and Ratchet understood his logic and both were relieved he would be with the others in mourning their fallen leader. They both nodded to Prowl and he continued speaking.

"Ratchet, I know you want to do the autopsy as soon as possible but I want you to take a break first."

"No Prowl I-"

"Ratchet, please." Prowl held up his hand. "You are drained both physically and emotionally. Just take a few megacycles to rest, and then you can proceed with whatever you need to do." Ratchet wanted to protest but Prowl stood firm and the CMO had to accept. He nodded to the two and walked over to Wheeljack. The two embraced for a moment, both giving solace and seeking comfort, before walking off to their quarters.

Prowl watched them walk away before heading towards the command center. He stopped when he felt Jazz grab his hand. He faced Jazz, who was giving him a sad smile, while giving him a questioning look.

"I know ya need t'do this Prowler, an I'm not stoppin' ya but yer not doin' this alone." Prowl nodded, his features neutral, but he gratefully squeezed his hand and continued towards the command center.


	3. Dust to Dust

**This is getting monotonous, but I do not own Transformers**

* * *

The command center was empty when Prowl and Jazz arrived. Jazz gave Prowl's hand one more squeeze before going to a console and pressing a few buttons. After a minute, a face appeared on one of the view screens. A blue, feminine looking face, looking surprised when it saw who was calling.

"Prowl? What's wrong, we weren't expecting a communication from you for another deca-cycle."

"Chromia," Prowl held up his hand. "I need to speak to Elita."

"Uh…ok. She's busy planning a raid on one of Shockwave's labs, but if it's important I can get her now."

Prowl bowed his head. "It's Optimus." Chromia instantly recognized that something was wrong.

"What happened Prowl?" She demanded.

Prowl took a deep breath before saying, "It would be best if you retrieve Elita-1 first. I do not wish to repeat what I have to say."

"Uh, s-sure," Chromia's voice caught in her throat. "But this better be good." She tried to regain her confidence, but the look in her optics spoke of her dread for what the SIC had to say, then her screen blinked to stand-by. Prowl sighed sadly, dreading what he had to say as well.

Suddenly the screen next to Chromia's blinked on. This time it was a mech with a lighter shade of blue then Chromia. If Prowl recalled right, his name was-

"?Oh!YourProwl,!DoyouneedUltraMagnus?Wellofcou-" Yes, Blurr. A very appropriate name. Rubbing his head, Prowl said,

"Please retrieve Ultra Magnus. I need to speak to him." Interrupting Blurr's rant.

"." Then the monitor blinked to stand-by.

"Cute youngin." Jazz chuckled from his new position on Prowl's right.

"Quite." Prowl answered. Jazz took hold of Prowl's hand again and squeezed. Prowl squeezed back, trying to absorb as much strength and comfort from his mate as possible before having to carry out his duty. The screens then both blinked back online with two new faces. On the screen Chromia had used was a femme, rose red and silver armor, with bright blue optics.

The other screen showed a mech with dark blue and white armor. They both held themselves with a sense of authority, even though a vid-com Prowl could see this.

Yes, Elita-1 and Ultra Magnus were very impressive Cybertronians. Prowl inhaled deeply, in preparation for what he had to do now.

Onboard the derelict ship…

A large body stalked in the shadows of the ship in search of something that would satisfy this intense hunger if felt. It had torn apart many rooms in search of anything. It stalled when something enticing caught its attention. The scent was irresistible and it followed the trail. Down a hall, around a corner, and into a single room and there it found a small mech. He was searching a computer database for something.

Confusion filled the creatures mind. What had led him here? Where is the delicious smell coming from? It silently crept up to the mech to see what he was doing, until it smelt the same delicious scent…coming from the little mech. Without thinking the creature grabbed the mech and hurled him across the room and into a wall.

With a speed physically impossible for a creature of its size, the monster crossed the room and used its body to hold the little mech in place. He gazed upward into the face of his attacker and stared in confusion and fear.

"Lord Megatron?" Was all he said before the silver tyrant sunk his fangs into the soft derma-plating of one of his Decepticon soldiers. When he was finished, he let the corpse drop to the floor not caring about what he had just done. Turning to head out of the room, he caught a sight of himself in a reflective panel.

His colors were still silver and grey, but there was a sort of dead shade to it. His optics had changed from a cold blue to a blazing red, his face plates were jagged and more angular, and he had fangs poking out of his mouth. He truly looked like the monster that he really was. And he liked it.

Striding out, he decided to find some more of his soldiers. He could do with another snack.

At the Autobot Base…

It was completely desolate inside the base as Prowl and Jazz walked out of the command center. The last Megacycle was mostly a blur for Prowl. He had told the commanders about Optimus, and he remembered their reactions, but everything else seemed to go by so swiftly that Prowl was sure he was running on autopilot.

Elita was struck hard by the news; she had to leave and had asked Chromia to finish up for her. Many thought that Optimus and Elita where romantically involved but very few mechanisms knew about their true relationship. Optimus and Elita where not intended bond mates, but siblings. Elita was adopted by Sentinel when she was a sparkling, and when Sentinel Died and Optimus was taken in by Ratchet and Ironhide, Elita was taken in by Alpha Trion. Through it all though, the two remained very close.

Ultra Magnus had kept the same expression on his faceplates through it all. It was very difficult, even for Prowl to discern what he was feeling. At the end, he had thanked Prowl and signed off. Jazz guessed he was just hiding his emotions like Prowl normally did. Magnus and Optimus were best friends growing up; he was probably hit just as hard as Elita.

Jazz slid his arm around Prowl's waist as they walked towards their quarters. Prowl seemed very listless, he was becoming worried that the tactician was keeping his emotions held inside, even after he had promised Jazz that he wouldn't. But the moment that they entered their quarters, Prowl let the control he held on his emotions go.

Energon tears started to stream down his faceplates, a keening sound coming from his vocalizer. Jazz slid his arms around his mate and held him close, his own tears sliding from under his visor, whispering assurances.

Out in the hallways, System walked through the base. She had been led to her room by Bee, Blue, and Flight and proceeded to cry her sorrow out. She felt really guilty that she felt so sad when Optimus wasn't that close to her. Sure she had a crush on the mech, but what femme didn't, and he was already taken by Elita-1. Or so she believed. She was able to get herself under control enough to venture out of her room to see how the rest of the Autobots were coping. She just couldn't sit around feeling sad, it wasn't like her.

As she walked past the science section of the base, she heard the sound of machinery whirring. Peeking inside, she saw a large hanger filled with machinery connected to a huge metal arch. Standing in front of the machine was the large form of Skyfire.

"Skyfire?" The large shuttle turned at the sound of his name, seeing the femme enter the hanger. "What are you doing here?" System asked coming closer and gazing at all the machinery. "What's all this?" Skyfire smiled kindly and looked towards the arch.

"It's a new invention of Perceptor and Wheeljack's. They call it a space bridge. Took the plans from a con base. It's designed to transport anything from anywhere in the universe." System was impressed but not surprised at the ingenuity of the head scientist and engineer. She was of the kind that believed those two could build a plasma bomb from a spare spark housing unit, laser scalpel, and low grade adhesive.

"Why are you here then?" She asked again.

"Waiting for my brother." Skyfire answered.

"You have a brother?" She asked, looking up at him and trying to imagine what Skyfire's brother looked like. The base could barley handle the large scientist himself, it wouldn't be able to fit _two_ large shuttles. Skyfire just nodded.

"Then why are you waiting in this hanger?" She asked, confused. The shuttle just smiled and kept looking at the arch. System blinked and turned to look at the arch as well. "Oooooooh," comprehension dawning. Skyfire just chuckled.

"Well I'll leave you to wait for him then." She turned to leave.

"You can stay if you want." Skyfire offered, turning to look at the femme.

"That's ok. He's coming for the memorial isn't he?" Skyfire nodded. "Then you two need some alone time together before that. You can introduce him to everyone after the internment. Besides, I want to see how everyone's doing."

"And how are _you _doing?" He asked. She just blinked and shrugged.

"As well as can be expected." She exited the hanger and went in the direction of the rec room. Skyfire just gave her retreating form a sad look and sighed, before turning back to the arch and waiting for his brother. He was sad that System was keeping her emotions inside; she was a very emotional bot. It was very strange to see her restrained. Suddenly the area under the arch filled with light. It was like watching the effects of a prism liquefy and stretch into a tunnel shape. It was very bright and Skyfire had to bring his hand up to shield his optics.

After a Breem, the light dissipated and the machines stopped whirring. Dropping his servo, Skyfire starred at the arch where a figure had appeared. It looked to be a mech with a fighter jet as a alt mode. The new mech smiled cockily at Skyfire and gave a lazy wave.

"Hey bro. Good to see ya." Skyfire smiled and shook his head.

"It is good to see you too Wing Saber." The scientist approached his brother.

"Aw you don't have to be all formal around me. Ya can just call me bro, we _are_ brothers after all." Wing Saber spoke with such confidence, but Skyfire knew his brother well. He could see how uncomfortable the fighter jet was.

"So what do we do now?" Wing Saber asked, trying to keep up his air of confidence.

"Come, there's a lot we need to discuses." Skyfire motioned his brother to follow him. They both walked off to Skyfire's quarters in silence.

Where am I?

Darkness

Hello?

Silence

Is anyone there? Can anyone hear me?

Nothing

Optimus Prime drifted in an endless darkness. Nothing seemed to penetrate the inky void. The last thing Prime remembered was being on the derelict ship. He was searching the hallways when something happened. He couldn't remember what happened, but he had a bad feeling.

Suddenly, a hissing sound came from somewhere. Optimus turned every which way, but saw nothing.

"Ssss…ssss…ssss…I'm hurt that you do not remember me, little morsel." A voice hissed mockingly at the Prime. It sent cold dread running down his spinal struts.

"Maybe thissssss will help." A body could be seen coming threw the darkness. It stopped a few feet from Optimus. Strangely, without any light source, the stranger could be made out very clearly. And the sight of it sent Optimus into a near panic. It was a large grey Cybertronian with dark red optics, fangs poked out of a smirking mouth.

"You!" Optimus breathed out.

"Yesssssss. Me." The creature smiled menacingly. "Now. Letssssss sssssssee what we have here." The monster slowly walked over to the Prime, who couldn't seem to remember how to use his legs. The monster leaned close to Optimus' faceplates, scrutinizing. Optimus stayed frozen where he stood. The monster then leaned back out of Optimus' personal space, Prime breathing in relief, only for the creature to start circling him.

"Nicccccccce. Very nicccccce. You will be exccccceptional." The monster stopped in front of Optimus, flashing a smile.

"What do you mean?" Optimus asked.

"I mean," The creature again leaned close Optimus' face. "Thissssss." The creature suddenly disappeared. A large metal plate was in its place. The surface was polished to a fine shine. And even though it was illogical without any light source, Prime could see his reflection. And the sight that greeted him made him want to scream. He opened his mouth when…

Optimus jerked awake and looked around him. Something white obscured his vision, which he freaked and tore at. Sitting up, he saw it was a white sheet covering his entire body. Looking around, he became even more confused. He was in the area of the med-bay where Ratchet placed deactivated mechs. But he wasn't deactivated, could Ratchet have made a mistake? No, Ratchet never made mistakes. And he wouldn't mistake anyone of being offline if they weren't.

Swinging his legs over the edge, he decided to talk to Ratchet about it. Something caught his attention; it was a very delicious scent. Then he noticed how hungry he was. He'll talk to Ratchet after he took care of his growling tanks. Stalking to a cabinet, he found what was smelling so tempting. Gel packets filled with swirling blue and purple liquid. Grabbing one, he ripped the side open with his teeth and drank like he was a starving bot, his hunger robbing him of his senses. It wasn't until many more packets were ripped and drained, that Optimus' hunger was appeased.

Regaining himself, Optimus looked at what he did. Bright colored energon covered his entire front, gel packets littered the floor. He was shocked at the sight, but not more than what he was about to discover.

Closing the door of the cabinet, he saw a label stating that the contained energon was to be used for _transfusions_. In the middle of a battle, when Ratchet's med-bay was overrun and soldiers needed energon in their systems, there would be no time to attach a line from one soldier to another, they would all be in the field, fighting. So Ratchet would periodically call for volunteers to donate their energon for future uses. And Optimus had just used the entire stock as a personal buffet.

Prime felt sick to his tanks, but for some reason the reflex to expel the contents wasn't there. Leaning against the wall, Optimus tried to calm down and figure out what was wrong with him. He forced his attention on the wall opposite him, and what he saw caused his whole body to seize up. It was like he was in his dream again. On the wall was a large reflective panel, most likely put there to allow the more vain Autobots to touch up their paint.

Optimus saw his reflection. He still had his red and blue paintjob, but it held a dead look to it, like a body left out on the battlefield after a few cycles have past. What caused him to freeze up was his face. His features had become more angular, pointed. He saw something sharp poking out of his mouth, and opening it he saw large fangs. His once blue optics were now redder then his paint. Looking down at his hands, he saw that they had become more pointed at the tips.

Looking back up at his reflection, his mind became a blank. He couldn't figure out how this had happened or why. Suddenly, he recalled something from a while ago. A story Ironhide had told him when he was a youngling.

_Flashback…_

_A young Optimus Prime bounced up and down on his berth, waiting for Ironhide to get off his shift and come tuck him into bed. He was sooooooo excited; the weapons specialist had promised a really scary story for tonight. He couldn't wait, 'cause afterward he could tell Ratchet how grown up he was by not getting nightmares. Then maybe he could let Optimus do more stuff like what Megatron and the other bigger younglings did. The sound of his door opening alerted Optimus that his guardian was finally here. _

"_Hehehe, excited are we?" Ironhide chuckled as his charge did one last bounce before letting his legs out from under him and plopping onto the berth, nodding his helm up and down dramatically. _

"_Hehehe alrigh, alrigh calm down before ya break yer neck and Ratch'll have both our afts." Ironhide chuckled as Optimus ceased moving and chuckled too. Optimus settled at the head of his berth while Ironhide fished a heating blanket out of a closet. Coming over, the black mech covered Optimus into the blanket and bunched up the sides, making sure the blanket would stay. His charge didn't like the blanket at all and started to squirm. _

"_Don't like it." Optimus pouted. _

"_Here now, stop tha'. Ya know tha' youngins like ya get cold easily. What if ya catch a nasty virus, huh? Ya would like tha' even less." Ironhide scolded no real bite in his voice. Optimus quit his movements, but he didn't have to like it. When Ironhide was finished, he sat on the edge of the berth, looking at the unhappy face of his charge. _

"_Now don't be like tha'. Ya do want a story do ya?" Ironhide lifted a optic ridge, teasing the youngling. Optimus stopped pouting, nodding his head. _

"_Hehehe alrigh', but ah warn ya now. It's goin ta be a scary one." Raising his arms over his head in a scary 'I'm gonna getcha' way for emphasis. Optimus' optics just got bigger as he waited. Ironhide started telling the story, forgoing his accent. _

"_Many eons ago, during the reign of the thirteen Primes, a time of darkness fell over Cybertron. A curse that turned normal, ordinary bots like you and me into ravenous, energon hungry monsters, called the Death Walkers. They grew large fangs and claws, their optics changed into a fiery red that blazed like the pit itself, and their faceplates become so jagged and pointed it was as if their whole face was made of blades. Anyone could be turned into a monster just by being bitten by one. _

_No one knew what caused this curse. Some thought it was a virus that could be passed from bot to bot, but that thought was dismissed. It couldn't possibly be a virus." _

"_Why?" Optimus asked, clutching his blanket. _

"_Because," Ironhide whispered lowly, like he was telling a forbidden secret. "If it _was _a virus, a cure could have been found. Once you're turned into a monster, you're one forever. You can't be destroyed, you can't die, and you can't enter the Allspark. That's why everyone thought it was a curse, brought on by the Unmaker himself to destroy all that Primus had made." _

"_What happened to the monsters?" Optimus asked, now practically buried in his blanket. _

"_No one knows. They all simply disappeared. Many believe them to be destroyed, others believe them to be nothing but a story." Ironhide answered. _

"_Are they just a story?" Optimus asked, frightened. Ironhide shrugged. _

"_Who knows, they could be or not. But ah do know this," He leaned forward, adopting his accent again. "If bad lil sparklins don' listen to their elders, they get caught up an eaten." He smiled evilly to further add to the effect. Optimus was close to tears. Just then the door burst open, Optimus screamed and dove under the blanket while Ironhide had his cannons out and pointed at the doorway. Ratchet stood there, looking like the incarnation of Unicron himself. Ironhide retracted his cannons as the medic stormed into the room. _

"_I thought I told you, NO TELLING THE YOUNGLING SCARY STORIES!" Ratchet yelled in Ironhide's faceplates. _

"_Hey now, just wait a click. How do ya know what I've been tellin the youngin? We might've been just talkin." Ironhide looked outright indignant. _

"_Cause I heard from Kup who overheard you saying you were going to tell Optimus a scary story. I've told you a thousand times that HE. IS. TOO. YOUNG. Get that through your thick plating!" Ironhide looked sheepish at being found out but his pride forbade him from backing down from the medic. As the two bots bickered, Optimus stayed huddled in his blanket, contemplating Ironhide's story. _

"_Death Walkers." _

_End Flashback…_

This was impossible. It was just a story that Ironhide told to scare him. But staring at his reflection, covered in energon, it just seemed to be the only explanation. He had to get out of here. He couldn't let the other Autobots see him like this! And what if his hunger returned?

He looked down at the gel packets and imagined the bodies of his friends. Broken and torn, pieces littering the ground all around him. He wrapped his arms around his body, shuddering. For almost a moment, he imagined the energon on him was his friend's energon. Ironhide, Ratchet, Bumblebee, System…He had to leave, right now.

Forcing his attention away from the packets and refusing to look at the wall, he rushed out of the med-bay, not paying attention of where he was going to go or what was around him.


	4. Something Wicked

**I do not own the Transformers or any of the brand named characters. I only own my o.c. System and the vampire monster. Sorry again. And sorry for inconstant updates. Writing my stories sometimes feels like that saying, squeezing blood from stone, or like child birth, after hours of agony and a lot of swearing and threatening, you get what has taken an *** amount of time to make. I hope you will bear with me. I promise to complete this story and not leave it hanging. It will just take some time. **

The rec. room was surprisingly full when System entered. She had expected it to be completely deserted; she only came in to get a couple of cubes of energon for the gestalts and dinobots. But she was happy that the bots here were trying to make an attempt to keep morale up. Many were laughing, telling their favorite stories and jokes to each other.

"Hey Sys! Over here!" Someone called to her over the noise. Looking around she spotted Bumblebee and Bluestreak sitting at a table near the energon dispenser in the back. Waving she went over to the dispenser and got a cube before taking a seat between the younglings.

"Hey, how are you two holding up?" She asked, putting an arm around Bee and patting Blue's hand.

"We're ok. We were worried how you were holding up. We know how you felt about Prime and seeing how you reacted at the med-bay, we were really worried and-"

"It's ok Baby Blue." System gently interrupted Bluestreak's rambling, seeing that he was getting himself worked up. "I'm fine right now, and yes, I do…did….have a small crush on Optimus. But since we weren't anything to each other, I don't see why I should act like I lost the most important person in my life." Bumblebee cuddled closer and warbled sadly.

"You _do _have a right to feel like that." Bee muttered to her. System just smiled at them and started to drink her energon. A few breems past when everyone stopped talking all at once. Turning to see, the three saw quite a few new bots standing at the entrance. The ones at the front were a mech and femme. The mech was very impressive. He stood tall and proud, white and blue armor glistening. He had white antenna on the sides of his face; he wore a stern look with a specially made visor over his optics that looked like glasses.

The femme was red and silver. She was much smaller than the mech, but she held herself with the same pride and authority. She was also much kinder looking; she wore a smile on her faceplate. The two were flanked by others. The mech had two mechs standing behind him. One was green with a Spartan helm design. He wore a cocky grin on his faceplate, peering at the filled rec. room, optics seeming to linger on System for a few breems.

The other mech looked much younger than either of his companions. He was primarily red with a flame design on his chest armor. His legs were black, his hands were silver, and his helm was smoother than his companions as well. It had a diamond shape on the front that reminded System of Optimus' helm. He wore a confident look on his face, but his optics betrayed the fact that he was nervous as pit.

The femme's companions were femmes themselves. One was primarily blue with silver highlights. She had a look about her that told you not to mess with her (Which was accented by the pistol strapped to her thigh), even though she was wearing a smile. She appeared to be the oldest of her companions. The other femme was pink and white. Her helm was very smooth with slight circular accents on the sides. She appeared to be the youngest, with a very lovely face. She smiled sweetly at the mechs in the room, who appeared to be gawking.

Everyone was too stunned to do anything, so System got up and went to greet the newcomers.

"Sirs, Autobot System at your service." Everybody in the room scrambled to attention when they heard System, causing the commanders to smirk.

"At ease soldiers." The mech nodded. System looked curiously at the soldiers behind the commanders.

"Allow me to introduce our companions." The femme commander smiled and motioned behind her. "This is my second in command, Chromia," The blue femme smiled and nodded at the others. "And Arcee." The pink femme smiled and waved. "And these are Ultra Magnus' soldiers." The femme commander motioned to the two mechs behind the mech commander.

"I'm Springer." The green mech smirked and leered at the femmes.

"And my name's Hot Rod." The red mech mock saluted. System smiled at the group, when she felt Bluestreak peek from behind her. She looked and saw Blue stare wonderingly at the newcomers. She smiled amused at the youngling; he most likely didn't know who these bots were.

"Bluestreak, may I introduce Commander Ultra Magnus and Commander Elita-1." Bluestreak's optics widened and he straitened to attention, saluting the commanders. The bots behind Ultra Magnus and Elita chuckled.

"At ease." Elita smiled at Bluestreak. Blue put his hand down but still stood rigid. System smiled and brought her hand to Bluestreak's back, rubbing gently at the junctions where his door wings met his back struts. Bluestreak instantly relaxed at the touch. Turning back to the commanders System asked,

"I believe you are looking for the command center?" Ultra Magnus and Elita nodded.

"Then allow me to show you where it is. Bumblebee," She turned to the yellow minibot still in the back. "Could you please go get Hide? I think he's still on his weapons range." Bumblebee nodded and got up from his table. System smiled and turned back to the commanders. "Right this way." She grabbed Bluestreak's hand and led the group to where they needed to go. Halfway there, she asked Bluestreak to go get Prowl and Jazz.

"Are you sure? They could be…." Blue nervously looked back and forth between System and the bots, unsure if he should voice his thoughts.

"It's ok." System gently calmed him. "They're going to need to know of our guests here anyway. And sooner is better than later where Prowl is concerned." Blue nodded and ran down the hallway that led to the officer barracks. The group continued on its way.

"Is that your youngling?" System turned her head to look at who was talking. The pink femme, Arcee, was watching her curiously.

"No he's not." She answered.

"Then why do you act that way towards him?" This time it was Chromia who spoke. System didn't look back when she answered.

"Because I helped raise him." The femmes seemed very confused and System continued to explain. "Bluestreak has his own guardians to take care of him, but some things can only be taken care of by a femme."

"Who are his current guardians?" Elita asked.

"Prowl and his bondmate." System answered.

"Really?" Chromia sounded surprised. System chuckled at the blue femme's surprise. "How did that happen?"

"You remember the fall of Praxus?" System asked. The morbid aura was answer enough. "That is were Bluestreak was found."

"Yeah, I heard there was only one survivor. That was him?" The red mech, Hot Rod asked. System nodded.

"Well there were actually two survivors of the city's fall. Prowl is originally from Praxus, but he was already Optimus Prime's head tactician at that point, so he was away when the city was attacked. Bluestreak's creators did their best to save him, even at the cost of their own sparks. And that is how we found him, near the edge of the city, in the protection of his creator's bodies. When Prowl heard what happened, he was very devastated. He practically threw himself into his work. That is until he learned about Bluestreak.

"Optimus knew that Prowl would just keep overworking himself to deactivation, and that he needed something that would help him get over his grief. So he made arrangements for Bluestreak to come live on the base with us, hoping that Prowl would take a liking to him. When Prowl first saw him, it was like he was someone who had been lost in the dark and finally found the light again. He instantly requested Optimus for custody of Blue. It also helped that Prowl's mate absolutely loved the little one." System laughed at the memory of Prowl all but demanding custody of Blue in Optimus' own office while Jazz sat on a chair, playing with the sparkling.

"That stuck up aft did that?" System heard one of the mechs mutter. Stopping suddenly, she turned. She recognized the voice as the cocky green mech, Springer. He was looking around, but when he saw System looking at him he smirked at her.

"Yes. Prowl did that." She responded coolly, optics narrowing in anger. "And please refrain from using such derogatory language about Prowl around me. He is one of my closest friends and I will not stand for such disrespect." Springer's smirk disappeared and he nodded uncertainly at the pissed off femme. System started to turn away, but stopped and looked back at Springer again.

"And you might want to refrain from using any such language or comments about Prowl in the presence of the tactical, front line, and special ops divisions."

"Why is that?" Springer asked, thinking this femme was trying to intimidate him.

"Because," System smiled a wicked smile. "Prowl is the head of the tactical division and they're a pretty close group. Bluestreak is the base's best sniper, and a major asset for the front liners to have in battle as he helps provide cover, so we're pretty protective of anything that's Bluestreak's. And," System then went up close to Springer. "Prowl's bondmate is Jazz. He is the Third in Command and head of special ops. They're pretty protective of him and would do anything to keep Jazz happy." Springer's optics widened. "So you see," She stepped closer to the mech. "It would be very detrimental to your health if you were to say something bad about Prowl around here."

Springer thought about what he was just told and also not told. Everyone knew that Jazz was the head of special ops and Third in Command, but they also knew that he was one of the most popular mechs in the whole Autobot army. But if you fragged him off, it could be the last thing you ever did. And he was that uptight tactician's bondmate? Oh he had better watch his mouth; bond mates don't take snide remarks about their mates lightly. Looking up, he noticed how close System had come to him. And it nearly scared the oil out of him.

Every one had heard of System, the only front line femme in the whole entire army. And she was one for a reason. She was tall, really tall. She stood at nearly the same height as Optimus and Magnus, only a foot or two shorter. She wore a visor that didn't hide the hard look she was sending Springer's way. Her protoform was standard silver like everyone's, but she allowed more to be shown around her hips, shoulders, and back. She wore pink armor, lighter than Arcee's, with teal pinstripe highlights that hugged her hip and breast platting. She was very proportional; she didn't have anything that threw her off balance. She had long arms and legs that helped her reach her opponents better in battle. Her helm had no feature outside of round coverings for her audios. In short, she was a very nice piece of work.

System stepped away from Springer, adopting her sweet smile again and continued to lead the way to the command center. When they got there, Bumblebee was already waiting for them.

"I told Ironhide. He said it will take a few breems for him to get here." System smiled and thanked Bee for his help.

"What do you want me to do now?" Bee asked. System shrugged her shoulder.

"Do what you want. I'm not the officer in charge." Bee snickered.

"You're not an officer period, but you sure do act like one." He stated like he was reminding her.

"Really? And here I thought I had a good reason to be bossy, oh well." System and Bee laughed together, completely ignoring the fact they had an audience.

"Oh where are my manners?" System said, after she stopped laughing. "Bee you know the commanders right?" Bee nodded. "Well everyone, this is Bumblebee. He's our best scout." Bee waved hello to everyone but ducked his head in embarrassment at System's praise.

"Sys, you know I'm not that good." System just sighed and shook her head in amusement.

"I guess I'll go find something to do. I'll see you later Sys?" Bumblebee asked, as he headed for the exit. System nodded and waved after the yellow scout.

"Let me guess. You play creator to that youngling as well?" Elita asked, amusement at the femme and youngling's actions flashing in her optics. System nodded.

"I can't help it really. It's just something that happens. Once I see a youngling, I have to help it. No matter what." System shrugged. The group fell into silence, not really knowing what to say. Until…

"What did the youngling mean earlier?"

"Huh?" System asked, not really paying attention to who asked. Arcee stepped forward and asked her question again.

"The youngling from earlier, Bumblebee. He said you weren't an officer. What did you two mean by that?"

"Simple." System said nonchalantly. "I'm not an officer. Just a soldier."

"Than how come you're so commanding?" Hot Rod asked. System smirked.

"Because everyone in this unit is commanding. This is Optimus Prime's personal unit of elites, chosen for being the best in their own field."

"And that little display earlier with you and the youngling? What was that about?" Springer asked. System held up her hands in an 'I don't know' manner and grinned.

"Because I said we're elites, not professionals."

"That doesn't make any sense." Hot Rod argued.

"Maybe not to you." System smirked, crossing her arms. "But if you ever get transferred here, believe me. You'll know." Her optics seemed to dance with mirth. Just then, Ironhide entered the room, ending anymore questions.

"Sorry I'm late. Had to take care of somthin'." The weapons specialist growled. System was instantly worried about the black mech, but he was always a private mech and she didn't want to push him, so she stayed quiet, planning on talking to him later.

"I guess I'll leave you to do your thing. See you all later." System headed to the door, waving at everyone.

"Just a moment please." Elita stopped her. "Our soldiers don't need to be here for this. Could you make arrangements and take them to some quarters?" System smiled and nodded.

"Yes, of course. Actually we keep a few rooms open just for these kinds of occasions." System motioned for the bots to follow her as Ultra Magnus, Elita-1, and Ironhide started to talk.

He crept slowly down the hallway, trying to keep to the shadows and unused hallways. He was slightly glad that his colors were faded, it helped to blend better. He didn't dare intake; he didn't want to risk catching a scent from one of his friends. His hunger was still quelled from his earlier attack, but he could feel a small nagging somewhere. He knew that if he didn't get out soon, he wouldn't be able to stop himself.

Optimus Prime peeked around a corner, worried and afraid that he would come upon one of his allies as he made an escape, too upset to think correctly or use his scanners. Seeing nothing, he slowly made his way down the corridor, surprisingly making no noise. Suddenly a feeling came upon him, like when he was being stalked by the monster on the ship. Turning suddenly he expected to meet red optics and sharp fangs, only to be greeted by air. Shaking his helm, he continued down the hall feeling even more anxious, the feeling still with him.

By the time he reached another turn, he was practically vibrating with nervousness. He didn't look to see if anyone was down the next hallway before turning down the corner. He was practically running when he rammed into something. The two fell to the floor with a clash of metal.

Looking through dazed optics, Optimus saw chartreuse colored armor and blue optics looking into his, faceplates wide in surprise. Optimus looked on in horror as he registered that he had run into Ratchet. Wrenching his body away, Optimus got up and backed away. Ratchet slowly sat up, still looking at Optimus with surprise.

"Optimus?" The Prime flinched when the medic whispered his name. Optimus opened his mouth to say something but it seemed his voice had disappeared. Then Ratchet took in Optimus' appearance. The faded colors, the drying energon, the angular features of his faceplates, the claws and fangs. But it was the sight of the red optics that made Ratchet quake with fear.

"Ratchet?" Optimus finally asked, concern for his friend and caretaker overruling his panic. But Ratchet let out a terrified scream that caused Prime to jump in his armor. He reacted and ran away, down hallways, and into an open room. Optimus slammed the door shut, activated the lock, and slumped to the ground breathing a heavy sigh. He needed a way to get far away very soon; he couldn't risk another encounter like that. He didn't want anybody to see him like this.

He waited a few breems, listening for anyone coming. Deeming it safe, he got up and looked at where he was. He was surprised to see that he was in the hanger used by Perceptor and Wheeljack for their newest project, the space bridge.

The Space Bridge!

This could be just what he needed. Stepping up to the console, he noticed that the machine was already on. **'Maybe Perceptor was running a diagnostic on it.'** Optimus thought as he inputted coordinates for a small, uninhabited planet that he knew of, something that he had come across on an expedition before he became Supreme Commander to the Autobots. He stood at the arch, waiting for the machine to accept and initiate the warp sequence, silently making his finale goodbyes.

'**Ratchet. Ironhide. Thank you for raising me when I was younger. You have no idea how much you mean to me, as my caretakers and my friends. Jazz. Prowl. I'm sorry that I have to abandon you. I know you will take on my duties as Commander, and that you will do exceptionally. Bumblebee. I'm sorry that I can't be there for you any longer. I know you have others that will care for you, but please know that I will always care for you as if you were my own. **

**Elita. Magnus. My friends. You were always by my side. I am sorry that our paths have separated; I hope that sometime in the future we will meet again. System….' **

The lights of the warp gate interrupted Optimus' thoughts as the archway was filled with moving lights, but Optimus wasn't bothered by it. Giving one last look over his shoulder to the door, he sighed. **'System…' **

Then he turned and jumped through the archway. The lights rippled and flowed as Optimus disappeared. Then the lights faded and the machine went into stand-by. Nothing appeared out of the ordinary. Nothing hinted to the fact that Optimus Prime had been there at all.

The group walked down a few hallways until the reached the enlisted corridors. System stopped at one door and entered a code, making sure the others saw. Then she did the same for a door on the other side of the hall.

"You can choose who gets what. If you need anything, you can comm. anyone on base. Please try and not to cause any trouble, but other than that your free to do whatever." The others thanked her and went to their rooms. System smiled and turned to leave. But a voice stopped her.

"Hey wait a nano." Turning, System saw it was Springer. She frowned, but hid it quickly with a polite smile.

"Yes. Can I help you?" Springer smirked as he walked up to her.

"How about a tour of the base. I'm pretty sure there are a few interesting spots around here, maybe even places where we could get lost?" He gave her a leering smile and leaned into her personal space. System openly frowned now, not liking this mech at all. Then a wicked thought came to her processor, and she smiled.

"Ok. But I have somewhere to be soon. How about this," Springer looked expectant at the femme's words. "I'll flip you for it. Heads I win. Tails you lose." And before the mech could fully process what System said, she grabbed his arm, thrust her hip into his abdominal plating, and hefted him over her shoulder. He flew down the hallway until he hit the wall. He landed on his head with his back struts propped on the wall and his legs hanging in the air.

"Hm. Tails you lose." System smirked. She turned to give her audience one last smile before turning down the hallway where she threw Springer and left. She heard Hot Rod laughing as he helped Springer up, while the green mech muttered darkly. System couldn't help the chuckle that slipped out. All laughter died when a piercing scream rang through the corridors. System halted for only an astrosecond until she was running through the hallways, fear gripping her spark as she recognized that scream. She heard footsteps following her, but she seemed not to mind to who was following her and concentrated on not crashing into anyone that was in her way.

She skidded around the last corner and was greeted with the sight of Ratchet on the ground, looking as if he had seen the Unmaker summoned right in front of him. Wheeljack was on the ground next to him, rubbing the medic's shoulders, trying to calm him down. Bluestreak was babbling 1000 words a breem, running about trying to think of something that could help. Stepping forward, she laid a hand on Bluestreak's shoulder, causing him to turn sharply and start rambling.

"Oh System, I'm so glad that you're here. Well of course I'm always glad that you're here, but right now I'm more glad because Ratchet needs help and I don't know what to do. It looks like he saw Megatron or something, he looks so scared. What should we do? Should I go get Ironhide or Prowl or Jazz or-"

"It's ok Blue. Calm down. Go get Prowl and Jazz. You already know where they'll be. Hurry." Bluestreak nodded and ran down the hall, still rambling. System looked after the youngling in concern, then turned and kneeled next to the frightened medic and worried engineer.

"What happened Ratch?" She asked in a hushed voice, the medic looked like a frightened glitch mouse that would run off if startled. Ratchet turned to look at the femme, his optics twice their normal size. His mouth opened and closed repeatedly, trying to find his voice.

"I….I…..I s-s-s-saw…s-saw…O…O…Op.." But he shook his head, still unable to communicate. Wheeljack rubbed his shoulders.

"It's ok Ratch." The engineer spoke comfortingly. "Just take a few intakes." Ratchet took a few gulps, shuttering his optics to calm himself.

"Optimus. I saw Optimus." He gasped out. Total silence ensued at the medics words.

"That's impossible Ratch. Optimus is gone." Wheeljack tried to sooth the distraught medic as he started to shake.

"IT WAS OPTIMUS I TELL YOU!" Ratchet rounded on Wheeljack. "It was him. I'm sure of it." He whispered. Wheeljack glanced to System in concern, but saw her glancing at the spot Ratchet was facing, her optics narrowed in thought.

"What's he saying? What happened?" A voice asked. Turning, System and Wheeljack saw Hot Rod standing behind them. But before anyone could answer the young mech, Prowl, Jazz, and Bluestreak ran up to them. Jazz kneeled next to the downed mech, speaking quietly. System stood and talked just as quietly to the door winged mech.

"What happened here?" Prowl asked. System shook her head.

"Not sure. But he seems to think he saw Optimus." She spoke stoically, emphasizing the graveness of the situation.

"I _DID _see Optimus!" Ratchet insisted. Jazz and Wheeljack were still trying to calm him down, but he seemed adamant on what he saw. "I raised that bot since he was nothin' but a scraplet. I would know him anywhere, and I'm telling all of you that I saw him. Right there." He pointed in front of him. System and Prowl looked at each other, Prowl with his normal mask of indifference on, System with fear and concern shown plainly on her face.

"I know what all of you think." Ratchet growled, starting to get up, ignoring Wheeljack and Jazz's objections. "And I'm not crazy! I'm not hallucinating! I haven't even touched High-Grade in two orns! I saw what I saw!"

"Now Ratchet-" Wheeljack began, resuming his spot at Ratchets shoulders, trying to massage the tension.

"Don't you 'Now Ratchet' me…" As the medic laid into them about what he had seen, Bluestreak looked noticeably more nervous. He was fidgeting and wringing his hands, and System noticed.

"What's the matter Blue?" She asked in a low voice. Bluestreak looked around, as if checking for something, then leaned in close to the femme as if afraid to be overheard. He whispered something in her audio. At first she was confused, then the confusion morphed into surprise than outright panic, and Hot Rod noticed.

"Are you sure?" She asked urgently. Bluestreak nodded, looking more serious. Prowl looked from one to the other, waiting for clarification.

"We've got a live one." System spoke nearly in a whisper, but Prowl still heard her, and unfortunately so did Hot Rod. Prowl's optics widened in shock.

"I thought they were all wiped out." There was a noticeable tremor in the normally unflappable tactician's voice.

"Apparently we missed one." System spoke with a sort of dark humor many wouldn't think she possessed.

"What are your plans?" Prowl asked, his normal cool attitude back in place. Systems optics narrowed slightly.

"The normal protocols first before I try plan C, we still got time." Prowl nodded his head once.

"Take what you need and take care of it. We'll stall and cover for you." System nodded and started off down a corridor while Prowl and Bluestreak went over to Ratchet. Hot Rod looked at where System disappeared, to the outraged medic, to the tactician and gunner, then silently slipped away to follow the femme. Something was up with the femme, and he was going to find out what.

Hot Rod followed System through the halls of the base, the femme seeming to be too distracted to notice. She headed towards the science section of the base and entered a workshop. There was a plaque above the doorframe that said, "_**WHEELJACK'S WORKSHOP. ENTER AT OWN RISK.**_" It was a joke the Twins played vorns ago, but the heads up had helped keep newbies away from the engineer's chronic exploding lab, so it was kept. Hot Rod peeked inside from the doorway. Inside, the lab looked like it was a war zone, every flat surface held an object or tool of some kind, and the floor was scattered with machinery. At a corner near the back wall, System was feeling the wall, looking for something. She seemed to have found it when a small square indentation appeared on the wall and fell away from her hand.

Then the wall split apart, showing what looked like an expansion of the workshop. But this part of the shop was clean. Nothing littered the area, the worktable was clean and the tools were organized. It was a stark contrast to the main workspace. System ignored the worktables and went to another wall. This time, she didn't look for a panel; she activated a keypad that was attached to the wall. After entering a sequence, this wall split as well. But it didn't open. It wall split into smaller panels, then flipped, showing weapons held in place by magnetic lockers.

There were all kinds of weapons ranging from cannons, to spears, to grenades, to pistols, all things that would make Ironhide's optics pop if he saw them. System quickly eyed each weapon before landing on the biggest sword Hot Rod had ever seen. It was easily as big as System was, maybe even bigger. And it _had _to be at least twice as heavy as any cannon. There were intricate symbols embellishing the hilt and what looked like ancient Cybertronian hieroglyphs on the blade.

System reached for the hilt and Hot Rod expected it to fall on her. But nearly fell into processor lock when she lifted the monster sword, in one hand no less. She swung it around a few times then, deeming it satisfying, placed it on her back. Ok, now that was suspicious. She exited the work area, which closed up as soon as she left. Hot Rod fell back from the doorway and hid behind a corner. System exited Wheeljack's lab and continued down the hallway, Hot Rod still after her. System only walked past a few more doors before entering another room.

Hot Rod went up to the door and was surprised to find a hanger. Inside was a weird archway surrounded by computers and equipment. He saw System look at the arch before turning to one of the computers.

"Thank you for meeting me here." She smiled.

"No problem, I was intending to come and reconfigure some of the computers algorithms when you alerted me. What seems to be the trouble?" A red, black, and teal bot came out from behind the computer System was looking at. Hot Rod knew this bot, they had spoken on time to time during transmissions when Prime's base was low on soldiers and needed everyone to help out on duty shifts. His name was Perceptor.

"The trouble is that a 'Walker' has been found." System spoke with such a chilling tone in her voice that it caused shivers to run down Hot Rod's spinal struts.

"Oh dear! I thought they were all extinct." Perceptor gasped.

"It appears we were mistaken." System shook her head. "And what's worse is Optimus is one of them." She spat out. Perceptor looked appalled.

"What do you need me to do master." The science bot bowed low, his hand placed on his chest, over his spark.

"I need the space bridge open. I know he was here and he used the bridge to get out. I already alerted Meister and Stalker. They are already taking care of my absence." Perceptor nodded and turned to one of the computers, typing madly. Hot Rod became increasingly suspicious of the two. What were they talking about? Walkers? And who exactly were Meister and Stalker? He was going to get to the bottom of this, one way or another.

"I have it." Perceptor spoke up. "You were correct. He definitely was here, and if I had not been looking for it I would have mistaken it for a glitch. He is quite good at covering up his tracks but he still left a trail. A pity that-"

"Intel." System spoke up. "Your running away again."

"Oh, deepest apologies. I can trace where it is you need to go. The space bridge will be able to warp you there and I will be able to retrieve you when you are successful." System nodded. It took less than an astrosecond for Perceptor to open the space bridge for System.

"Thank you Intel." System smiled. Perceptor nodded.

"Anything else master?" But before System could speak, Hot Rod burst through the door, his blaster in hand.

"Alright! Nobody move!" System and Perceptor were shocked at the youngling's entrance.

"What is the meaning of this?" The scientist demanded.

"I was going to ask you the same thing." Hot Rod commented. "Now what's going on here?" He demanded at System.

"We don't have time for this, Intel keep him busy. I need to get through that bridge."

"Oh no you don't!" Hot Rod yelled as he charged at the two. Perceptor tried to keep Hot Rod away from System and the space bridge, but the little scientist was outweighed by the warrior and they both overbalanced. System tried to catch them, but they rammed into her as well, and all three of them fell into the space bridge, vanishing from sight. The space bridge deactivated the warp and went back into standby mode, as if waiting for another idiot to come and activate it.

**I hope you liked this chapter, I worked really hard on it. And again I would like to give thanks to Optimus Bob (For being the best beta in the world) and Sophia Gray for their reviews. Thanks guys, I'm glad you like my stories. And also, Thank you to those who reviewed my other story, ****If Your Reading This****. Thank you for the encouragement everyone. **


	5. Valley of Shadows

**Again, let's say it together, I do not own Transformers**

* * *

For an eternity that lasted for only a few moments, System, Perceptor, and Hot Rod fell through the warp hole that was created from the spacebridge. They didn't have enough time to figure anything out when they landed on a patch of soft earth and off-lined from the stress the warp had on their circuits. System was the first to on-line and look around. It was like nothing she had ever seen before. They were in some kind of clearing, surrounded by different types of plants and rocks. She had never been off Cybertron in her life, and so was in awe at the sights. She heard the sound of the others on-lining and looked to see both her companions sitting up.

"Ohhhhh… what hit me?" Hot Rod asked dazedly.

"I don't know, but if you don't explain yourself this instant, I'll be glad to take the credit." System growled as she stood and stalked over to the youth. He glared up at her and stood up; trying to look like the frontliner didn't intimidate him, remembering her as the joking femme in the command center. But when she narrowed her optics at him and stood a good head or two over him, that image of her disappeared and Hot Rod was reminded that System was a front line warrior and why.

"Amazing." They heard a voice say in wonder. They both turned and saw Perceptor examining one of the plants. Shaking her head and giving Hot Rod one more glare, System walked over to the enraptured scientist.

"What's amazing Perc?" She asked, watching the red mech run his hands up and down the plant.

"This tree." He said, still in that amazed voice.

"Tree? What's a tree? This thing?" The femme asked, turning to look at the plant. Perceptor turned and gave System an astonished look.

"Oh forgive me. I often forget that you have never been off Cybertron before. Yes this is a tree, but it is most strange." He turned back to the tree.

"Strange how?" System asked, noticing that Hot Rod was looking around, but he refused to stand too close to the two of them.

"It is strange because normal trees are completely organic, some even completely metallic or crystalline, but these trees have both organic and mechanical elements in its physiology. Do you see?" He gestured to the tree he was examining. System could recognize the mechanical elements Perceptor was talking about, and she saw something brownish swirled in with the metal.

"So what is this place?" Hot Rod asked, still avoiding System and Perceptor. "And just what are the two of you up to?" He demanded. System huffed in exasperation. "Come on you two," She grabbed Perceptor by the back of his neck. "We don't have time for this. And it's dangerous to stay out in the open." She dragged the protesting scientist and walked over to Hot Rod. The youth tensed, but was surprised when System grabbed him by his neck and dragged him out of the clearing into the shelter of the trees.

"Hey wait! What's going on?" Hot Rod demanded and twisted out of System's hold, standing in front of her. "Tell me what is going on. I'm not moving until you tell me everything." System huffed and released her hold on Perceptor. "Stay." She told the scientist, then turned back to Hot Rod and adopted a smile. "First, it would be impossible for me to tell you _everything_, I mean even _I_ don't know everything," She joked, but Hot Rod didn't feel like laughing.

"Don't joke. Now tell me what's going on?" He nearly shouted. System sighed sadly.

"Sorry. But you found yourself in a situation where you can't know what's happening." Hot Rod shook his head, anger rising up.

"Sorry to intrude, but System, we _are _on a tight deadline, as you so eloquently put it." Perceptor interrupted before Hot Rod's anger could explode. System nodded to the scientist before turning back to Hot Rod.

"Look, you have to understand. We can't tell you anything." Hot Rod looked about to argue but System held up her hand. "It's nothing to do with anything you may be thinking about, Its that we are under oath to not speak anything to an outsider. And even though you've stumbled into something bigger than yourself, you _can't know_." Hot Rod still didn't look convinced, and System sighed in defeat.

"Look, how 'bout this. If you come along with us and not cause any trouble, when we get back to base, I'll see if I can pull some strings and get you the info you want. Ok? However, that's all I can do. Right now, _please _treat this as a classified mission. Need to know basis and you don't need to know right now." Hot Rod was struck by the pleading he could hear in her voice and see on her face, so much so that he found himself nodding before he knew what he was agreeing to.

"Thank you." System breathed in relief. She motioned for the mechs to follow her as she started back to the clearing, hoping to find some kind of clue.

Elsewhere, in another forest area…

In a glade, a delicate deer like animal was grazing gently; it had both mechanical and biological characteristics. Its ear flicked and head popped up. It looked around, trying to sense a threat. After nothing appeared, it trotted over to a small pond filled with crystal clear water and started to drink. A strange creature sat in a tree, stalking the deer. Its red eyes glinting hungrily. When it had moved to get closer to its prey and caused some leaves to rustle, it had worried that the animal was going to run. Now that the animal had turned its back, it was going to be easier stalk. It readied itself and struck.

The deer didn't get enough time to make a sound when the creature sunk it's fangs into its soft neck. It didn't take long before the creature drained all the vital fluid from the poor deer. The creature shuttered its eyes until the glint of hunger was replaced with clarity.

"Why can I not stop myself?" It spoke, grief welling up into its deep baritone voice. It looked sorrowfully at the deer it had killed. Optimus Prime could feel himself slip more and more into the monster he had become every time he had to kill an innocent creature to feed himself, but he would rather feel grief and sorrow instead of that blind rage when the hunger came. He offered a prayer to Primus for himself and the deer he had killed before he started digging a shallow grave. He quickly buried the deer and went over to the pond. He stared at himself in the water. His once pristine red and blue armor was now dull and dirtied. His bright blue optics now a frightening dark red. He really was a terrible sight. He couldn't bring himself to defile the crystal water with his filth.

Getting up, he walked away from the glade. Soon he came to a wall of stone that looked impossible to climb, but it proved no problem for him when he scaled the rock with ease. He went towards a natural formed cave at the base of the rock wall he was using for shelter. He laid himself down on the hard packed dirt floor and initiated his recharge cycle.

He was surrounded by darkness. Optimus had a horrible sense of déjà vu. He stumbled through the inky blackness. Trying to find something or running from it, he didn't know. Suddenly, he saw a silhouette form in the shadows. He ran over to the shadow, relief rising up in his chest that he wasn't alone anymore. He reached out to the shadow, when it turned and smiled at him. It's red optics shining with malice and fangs glinting in the nonexistent light.

"Well hello there little morssssssssel. I'm glad to ssssssssee your adjusssssssting well." The creature hissed.

"You! Why is it always you? What do you want?" Prime begged. The creature smirked.

"Nothing for now little morssssssssel. When you learn more, then you will find out." The tone the creature used scared Optimus more than the words. He stumbled away from the creature and tried to run. He could hear the mocking laughter of the creature following him. He ran blindly until he saw two more shadows form in front of him. He stopped, scared that more monsters were going to attack him. When the shadows stepped forward, he was shocked. One of the shadows smirked playfully.

"Now is tha' anyway to greet us Prime?" Jazz asked. System laughed next to him and Optimus didn't think he ever heard anything more beautiful. She gave him one of her warm smiles and he felt his spark calm.

"What's wrong Prime?" The femme asked innocently, her visor shining like a star in the black void that surrounded them.

"Why ssssssssshould there be anything wrong?" That horrible hissing voice asked from behind. Optimus whirled around and gazed fearfully at the monster that was haunting him.

"System, Jazz, stay back." Optimus commanded, glad that his fear didn't show in his voice. He placed himself solidly in-between his soldiers and the creature, taking a battle stance. He was shocked when System and Jazz casually stepped out from behind him and stood in between him and the monster. The creature smirked evilly at them.

"System! Jazz! NO!"

"NO!" Optimus jerked up from his sleep, his intakes and cooling fans working overtime to cool his overheated body. He was confused by the meaning of his vision. Did this mean his friends were in danger from that monster? 'No. That thing is on the derelict somewhere, and everyone is safe on Cybertron right now.' He thought. He felt a pang of loneliness and homesickness at the thought of all his friends back on Cybertron. He could feel the hunger beginning to creep up again, pushing away any other thoughts from his processor. He stood up and crept out into the forest, beginning his hunt for his next meal.

Back at the clearing with System, Perceptor, and Hot Rod…

System had put Perceptor in charge of finding their target, while the femme stood with Hot Rod in the middle of the open area, waiting edgily for the scientist.

"Oh my! This is-" Perceptor began.

"Please stick with the trail Perc." System gritted out between her denta for the fifth time.

"Oh! My apologies." Perceptor apologized, and returned to his examinations.

"So what are we looking for?" Hot Rod asked. System gave him a quick look, but didn't snap at him. She realized he was in a strange situation, and because of his youth, he was extremely curious and couldn't stop himself from asking questions. She also knew that even though she couldn't answer all of his questions, if he didn't know enough of what they were doing, he was at risk of being killed, and she refused to have his energon on her servos.

"We are looking for a monster." She spoke evenly, eyeing Perceptor in case he went off tangent again.

"A monster? Are you serious?" Hot Rod asked in shocked disbelief. System nodded.

"Yes, a monster."

"What kind of monster?" The youth asked.

"You are too young to remember, but it's something called a Death Walker." She spoke with such a dark tone; Hot Rod felt a spasm go down his spinal strut. System looked at him and was reminded that he was such a young mech. He looked at her with a wide optic-ed, scared look.

"It'll be ok." She spoke kindly. "If we find this thing fast, we'll take care of it in no time. And if you listen to what I tell you, everything will turn out alright." Hot Rod nodded, too overwhelmed with the situation to feel insulted by System's coddling tone.

"Oh here it is!" Perceptor called over to them from across the clearing. System hurried over, with Hot Rod right behind her. Perceptor gave System a hand held scanner, which she examined closely. Hot Rod tried to look at it discreetly, but she held it too close to herself, so he was unable to see anything. She quickly gave the scanner back to Perceptor, and took a thinking stance. She squared her shoulders, wrapped one arm around her waist, and held her other arm up to her face, hand placed on her chin. She stayed that way for a few Breems until…

"Ok. We head south of our current position until we find a clue to our target's location." Perceptor nodded but Hot Rod remained indifferent. "Hot Rod, I know that you don't recognize me as a superior to follow, but this is _my _mission, so I am in charge. I don't plan to order you around, but please don't fight me when I give an order or say something." She said. Hot Rod didn't say anything, but since he didn't oppose what she said, she took it as an affirmation. Nodding her head, System took the lead, heading south and hopefully towards their target.

The planet's sun hovered over the horizon when Hot Rod spoke to System again.

"Can't we stop and rest for a while?" He practically whined. System just kept her optics forward while Perceptor looked around at everything, the forest they were walking through providing much entertainment for the scientist. "Oh come on! Look, the planets primary star is over the horizon already. We have been walking non-stop for most of the solar cycle." System looked over her shoulder to the young mech, then towards the sun. Stopping, she nodded in assent.

"Alright. We'll stop for the lunar cycle. Let's look for some shelter." Perceptor nodded and walked off through some trees. Hot Rod plopped down where he was. System shook her head in frustration.

"Hot Rod please. I asked you to work with me. I know I'm not your superior, but it will be much less painful if you don't fight me." Hot Rod looked away petulantly.

"Why do I have to listen to _you_?"

"Would you take orders from Perceptor?" System asked with her arms crossed and optic ridge raised in question. Hot Rod made a show of thinking the option over. System had to laugh at that. "At least you have a sense of humor." Hot Rod blinked at her in surprise. "I'm not like other people who would get mad at your antics easily." Hot Rod looked dubious. "Earlier didn't count, 'cause you just came out of nowhere and knocked all of us into an experimental piece of equipment and transported us onto an unknown planet."

Hot Rod had the grace to look sheepish. System gave him an understanding smile. "I know I told you why we're here, but," She kneeled down next to Hot Rod and placed a hand on his shoulder. "I have to tell you….that we're here for a _very _specific reason. That reason is very dangerous. Now I will try to protect both you and Percy, no don't," She interrupted him when he opened his mouth to argue. "I know what you're capable of; you're a warrior like me. And as such, I know you will also protect me and Percy too." She took a deep intake of air.

"But when we encounter what we're here for, I need you to trust me and let me fight alone when the time comes."

"Why!" Hot Rod shouted. "I can help. You just said yourself that I'm a capable warrior!" System shook her head.

"I said I knew what you were capable and that you're a warrior like me. But that's not what I want you to do."

"Then what?" Hot Rod seethed.

"I want you to protect Perceptor for me when the time comes." Hot Rod looked confused. "I won't be able to protect you both when the time comes, and as you can plainly see; Percy isn't a warrior of any kind. I'm depending on you to keep him safe." She looked intently into his optics. "Can I trust you to let me fight and to protect Perceptor?" Hot Rod looked at her for a few moments before nodding. System gave a relieved sigh. "Thank you." Just then, Perceptor came out of the trees.

"I believe I have found suitable lodgings for us. If you will kindly follow me." System got up and gave her hand to Hot Rod, who accepted the help. They both followed the scientist for a few steps when they came to a cave. It was a decent place to take shelter in. Deep enough for all three of them, the top was too jagged with rocks for something to climb up and attack from above, and wasn't surrounded by trees so nothing could sneak up on them. Inside, it was just tall enough for even System to stand comfortably in, and the ground was covered in moss and soft earth to sit in.

"It's perfect Perceptor." The scientist just nodded and went inside. System smiled at Hot Rod and bowed grandly, gesturing him to go inside before herself. Hot Rod shook his head in amazement at the femme and went inside, System following.

"Simply fascinating." Perceptor muttered in awe, observing the rock formation and moss growth.

"Now Percy," System spoke gently, like to a sparkling. "Don't go overboard." Perceptor seemed to ignore her, but she knew he heard her. Hot Rod looked at the scientist as he moved deeper into the cave.

"He's a little strange." He noted. System nodded and took a seat near the entrance of the cave.

"Yeah, he is a little, but that's what makes him who he is. I actually think it's cute." Hot Rod gave her an amused look as she settled down for recharge. "You better get some recharge. We have a lot to do." With that, she turned to her side and shut down. Hot Rod looked from System to Perceptor, who was still examining the walls. He settled down on a soft patch of earth and initiated his own recharge sequence.

The next day accomplished as much as the first. Absolutely nothing.

"What are we looking for anyway?" Hot Rod asked as the group tromped through more forest.

"Anything, and I mean anything, that looks out of the ordinary." System responded, looking at their surroundings. Hot Rod made a quick once over around them before returning to looking at System's back. He had a question he had been wanting to ask for a while.

"So what's with the big sword?" He indicated the large sword strapped to System's back. She kept it there even when she had recharged.

"For protection." System muttered her attention drawn to their right. She walked cautiously over to a clearing of trees. Perceptor and Hot Rod following a few feet behind.

"What is it?" Perceptor asked. System kneeled down next to a small mound of semi-fresh dug soil. System dug one of her hands into the dirt and moved around. Then she felt something. Feeling it around, she grabbed a hold of it and pulled. What came out caused Hot Rod to gag and Perceptor to cringe. System stood back up and held out the carcass of some kind of animal.

"Ugh. How can you….?" Hot Rod began to ask, but the smell of decay hit him and he retched. Putting a hand over his mouth, he ran back to the trees and purged his tanks.

"Perceptor," System spoke, causing the scientist to snap out of his daze.

"Yes." He forced himself to look at System.

"Can you deduce what killed this poor thing?" She asked. Perceptor gave a quick scan.

"A predator of some kind." He answered, averting his gaze again. "But I can not deduce if it was something originally from this planet or not."

"Wouldn't it be something from this planet?" Hot Rod asked, having returned from emptying his tanks.

"No." System shook her head and dropped the carcass onto the dirt mound. "If it was something from this planet, it wouldn't have buried the body. You two," She turned to look at the two. "Go back into the woods. I'll be right there."

"What are you going to do?" Hot Rod asked. System kneeled back down.

"Rebury the body. No need to befoul the forest after all." Perceptor nodded and put his hand on Hot Rod's arm, guiding him back to the woods. It didn't take System long to rebury the carcass and rejoin the mechs. She came through the trees brushing her hands off.

"So what do we do now?" Hot Rod asked, feeling a little better.

"We rest." System answered, brushing dirt off her front. "The primary star is already over the horizon. Let's find cover." Perceptor and Hot Rod nodded and they all went to find some place they could use for cover.

"Over here!" Perceptor called, not to far from where the carcass was found. System and Hot Rod ran towards where Perceptor was under a canopy of trees. The trees formed a semi circle next to a wall of rocks that were a part of a larger formation. The tops were close together that formed a sort of ceiling.

"This is good." System commented. "We better rest up; I want to see the other side of this wall."

"Why do you?" Hot Rod asked, settling down near the rock wall.

"Because I believe that's where what we're looking for is." System commented, laying down, her back to the mechs and her sword still strapped to her.

"Wouldn't you be more comfortable with that thing off?" Hot Rod asked, but System ignored him. Just then Hot Rod's tanks gurgled, reminding him that they were empty. He searched his sub-space for something he could eat, but he had forgotten his rations back at base. He was surprised when a box was thrown at his lap. Looking up, he saw System bringing her hand down. Picking up the box and opening it, he saw it was full of energon packets. Hot Rod looked towards the femme and saw that Perceptor was sitting next to her, holding a box just like the one he had.

"It's mandatory for the Prime's unit to keep rations on us." System told him. Hot Rod took a few packets and was about to toss the box back. "Keep it. I already had some, and it'll be better for you if you had it on you."

"Why's that." He asked, but sub-spaced the box anyway.

"Because as a frontliner, System does not burn as much energy as you would. Her body is designed to burn the optimum amount of energy on the smallest bits of energon." Perceptor answered.

"Get some recharge." System ordered. Hot Rod nodded and settled down in his space, initiating his recharge sequence.

Hot Rod woke up some time in the middle of the night completely alone. Looking around, he couldn't see System or Perceptor anywhere, but he did hear something not too far away. Getting up, he slowly crept to where the sounds were coming from. Quietly, he peeked from behind a tree and was surprised to see System pushing Perceptor up against a tree, kissing him senselessly. Hot Rod felt his face heat up.

"Are you sure about this?" System asked between heated kisses. Perceptor nodded.

"You need this more than I do." He whispered breathlessly. System looked into Perceptor's dazed face, his optics unfocused. She kissed him once more.

"Thank you." She whispered, fingering Perceptor's chest plating. Hot Rod looked on as Perceptor allowed System to open his chest and spark chamber. System sighed in something akin to relief as she held Perceptor close. They stayed like that for many Breems until System released Perceptor and he closed his chest back up.

"Thank you." System whispered again.

"It was my pleasure." Perceptor smiled. System smiled back and hugged him again. Hot Rod turned and made his way back to the shelter. Sitting down, he quickly pretended to be in recharge as System and Perceptor returned. He expected them to be talking about what had happened, but all they did was sit back in their spots and went back to recharge. Hot Rod sat in silence as he contemplated what he had just seen. It wasn't a spark bond, System had kept her chest closed. It wasn't an interface either, Hot Rod _knew _what an interface session was. He kept thinking about it, when his body forced him into another recharge sequence.

Optimus entered his cave at the end of another hunt. He looked at his claws in the dying light of the planet's primary star; they were covered in dirt and another helpless animal's fluids. He didn't know what scared him more, the fact he had an innocent's blood on his hands, or that he felt total apathy towards it. **'No. I will not let myself turn into a monster.'** He thought, clenching his hands in determination. _But how will you do that when you have no idea what you are?_ A little voice in the back of his processor asked. **'I will find a way'** He thought determinedly, trying to shut out that voice.

_Think what you will,_ The voice continued. _You will see in time. You may even come to like it._

"No. I won't." He muttered. Tired and emotionally drained, Optimus settled down to recharge, refusing to answer the questions the voice was raising.

He was back in the darkness again. The monster was in front of him, and System and Jazz were in the way.

"System! Jazz! Get out of here. You have no idea what that thing can do!" He practically pleaded. System looked back at him and gave him a spark warming smile, while Jazz kept staring at the monster.

"It's alright Optimus," Optimus' spark skipped a beat, she had never used his name in front of him before, always calling him by the title Prime. "You're safe now. We won't let this monster hurt you any longer." The creature hissed in displeasure at that.

"Who are you to tell what'ssssssssss mine that they are safe or not." Its red optics narrowed. System turned back to face the creature. She and Jazz started to circle the creature, each on opposite sides until System was on the immediate left and Jazz on the right.

"We are. He _is _ours after all. We laid claim to him first." System's smile turned into a dark smirk and her visor flipped open with a click. Shinning red optics narrowed at the creature. Optimus stared in shock at System's optics when he heard another click. He turned and saw Jazz had the same red optics. Then he smiled at Prime, and Optimus was sure his spark would extinguish. Jazz had a pair of fangs. Long and gleaming. Optimus was afraid, but he forced himself to look. Turning very slowly, he looked at System and saw she too had a pair of long, dangerous looking fangs.

The creature hissed again, but this time it was more of a territorial sound instead of mockery.

"You can't have him. He issssss mine. I turned him." System and Jazz smiled evil smiles.

"We'll see about that." System hissed out between her fangs. Then they leapt onto the creature and all three fell to the ground in a feral fight. Optimus couldn't take it anymore and ran. He ran as fast as he could. He didn't want to see two of his most trusted friends turn into monsters and fight the creature of his nightmares. He kept on running until he thought his legs would fall off and he collapsed on the ground. He took deep intakes of air to try to cool his overheated body. Then he heard footsteps.

He was too tired to care what it was. Then he felt a gentle hand on his helm. Looking up, he saw it was System smiling down at him, Jazz right behind her and giving his trademark grin. System kneeled down so she was face to face with Optimus. He noticed that their visors were still down and they still had fangs, but their optics had changed. They were no longer the bright red of a monster, but a shinning gold.

"Shhh, don't be afraid Optimus." System comforted. "We are your friends." Optimus looked deep into her optics. "It may not seem it right now, but you _can _trust us. We _are _your friends." She placed her forehead against Optimus' and gave him a deep, loving look. "Just trust us. And everything will work out." Then everything started to fade.

Optimus woke up slowly, glad that he wasn't woken up by the creature's sinister laughter for once. He sat up and tried to examine his dream. **'Why would I be dreaming of Jazz and System as monsters? And what does System mean by trust them. I already do trust them.'** He felt the hunger return and decided it was just a dream caused by his loneliness and desire to see his friends again. When he exited the cave, he was assaulted by the most intoxicating scent he had ever experienced. He completely lost himself in the hunger as he stalked towards his new prey.

Hot Rod was shaken awake by Perceptor.

"Wake up my young friend. It is time for us to scale the precipice." Hot Rod groggily opened his optics and stretched to try and wake up more. Perceptor waited patiently for him and motioned for him to follow. Hot Rod silently followed Perceptor around the rock wall until they reached a part where the wall wasn't a completely strait structure. A line of wire was attached to the top, so they could climb up.

"Where's System?" Hot Rod asked.

"Already over the edge. She'll be waiting for us on the other side." Perceptor answered, already grabbing hold of the wire and climbing. Hot Rod was impressed with how effortlessly Perceptor climbed the wall and went over the edge. When the scientist was at the top, he waved down to let Hot Rod know he could begin to climb. When Hot Rod reached the top, he saw another line was attached to the other side of the wall. At the bottom, System was looking up at them holding the line. She waved up at them when she saw they had reached the top. Before Hot Rod could wave down at her, Perceptor was already repelling halfway down the wall.

When Hot Rod reached the bottom himself, all three looked around. The rock wall was actually a small valley. It was not as forested as the rest of the areas they had explored. There was actually techno-organic flowers growing around. In the center, there were large boulders and trees forming a circle. It was very beautiful.

"Fascinating." Perceptor whispered in awe.

"Not now Percy." System said. "We don't have time for this." She was oddly tense, looking at their surroundings with an alertness reserved only for battle. "Let's hurry. We don't have a lot of time." She hurried over to the center of the valley, closely followed by Perceptor. Hot Rod followed after them, catching up in time to see System finally un-strap her sword and set it on the ground. She then sat herself next to it and crossed her legs.

"You two, go over and hide behind those rocks." She jerked her thumb behind her, indicating the boulders. Perceptor grabbed Hot Rod's arm before he could begin arguing. They hid just in time to hear the sounds of something big coming from behind the trees. Perceptor began quietly rifling through his sub-space and brought out all kinds of weapon like devices. Most were primitive looking, knives, bolos, nets, and some were ordinary looking metal spheres. Soon, a miniature arsenal was surrounding the two. Then they heard the sound of something very large crashing through the trees.

Peeking behind their rock, the two saw a large black shadow with red eyes peer out from the trees towards them. Hot Rod was completely taken over by fear, his servos were shaking faintly, but Perceptor was as cool as if he was in his lab back on Cybertron. System just sat where they had left her, with her legs crossed and her hands held in her lap. She didn't even seem to notice the creatures presence. Then it took a step into the light and Hot Rod gasped, Perceptor quickly clapped his servo over Hot Rod's mouth.

A monstrous version of Optimus Prime stared at the femme, a glint of something in his red optics. Fangs shinning in the light as he licked his lips and stalk towards the femme. Hot Rod was frantic as she still didn't move. It wasn't until Optimus was right over her that she did anything.

System turned her head upwards, looking straight into Optimus' optics.

"Poor thing." She muttered mournfully. "You haven't been feeding regularly." Optimus just kept looking at her. "Even now you're consumed by it. You don't even recognize me do you?" Still nothing. "Well come on then," She tilted her head, showing her neck. "Go ahead. I won't stop you." Optimus looked slightly confused. Why wasn't the prey running? But the scent was too much. He stooped down and leaned over her, placing one of his claws on her side and the other on her shoulder, just in case she decided to run. He leaned down closer to her neck.

Hot Rod couldn't believe that System was willingly allowing this monster to make a meal out of her, but he couldn't do anything since Perceptor still had his servo over his mouth and the other one on his back, making sure he didn't do anything, but that didn't stop him from whimpering when he saw Optimus' fangs almost pierce into System's cyber-mesh.

It happened instantaneously.

Optimus stopped mere centimeters from sinking his fangs in the femme's cyber-mesh when he heard the sound. Glaring angrily at the femme, he pushed her away from him a good distance and stalked to where he heard the sound. How dare this prey try to trick him, he would teach it that it should fear him. He was soon over the rock and glaring darkly at the two crouching behind it.

System was slightly dazed from being tossed. She placed a servo over her face and felt that her visor had been broken, blue glass fell into her servo. Looking up just in time, she saw Optimus towering over the rock Hot Rod and Perceptor were hiding behind.

"Oh no you don't." She hissed. Getting up, she ran towards the mechs.

Perceptor and Hot Rod were cowering where they were, looking up at the red optics of a very unhappy monster Optimus, but before he could do anything, something behind him, grabbed hold of his upper body and pulled him away.

"Are you two alright?" System's voice called from behind Optimus. Hot Rod looked and saw it was indeed System grappling with an infuriated Optimus.

"Yes we are fine!" Perceptor called out.

"Good." System grunted and in a reverse move of the one she used on Springer, she hurled Optimus back towards the trees. She looked over to the two, to make sure they were indeed alright, and Hot Rod felt like the ground had been pulled out from under him. System narrowed red optics towards them, fangs within grit dentals flashing in the bright sunlight. She turned back to see Optimus getting up from where he landed. He roared in anger and took an attack position. System wasn't intimidated and took a similar position herself. Both were ready to fight to decide the fate of the other.


	6. Now I lay me down to sleep

**Do I really need to say it, guess I do if I don't want to get in trouble, I do not own Transformers. Sorry for the long wait. But like I said, can't promise when I can upload, but I won't abandon the story.**

* * *

It was terrifying to watch. Like a couple of feral animals, System and Optimus clashed. They tore into each other. They had such monstrous strength that the landscape was taking damage when the two struck each other. They had amazing speed that it was near impossible for Hot Rod to follow with his optics. Just when he thought System had Optimus pinned, suddenly Optimus was crushing System in his arms, then System was dominating again, pushing Optimus away. It really was terrifying.

"We've got to help her!" He called to Perceptor, who was hunched over his pile of weapons.

"Do not worry. System knows what she is doing. And if she needs help, she will ask for it." As if on cue, System's voice was heard over the battle.

"Intel! Net!"

"Intel?" Hot Rod asked, but Perceptor ignored him and threw a folded net over the rock. System vaulted over Optimus when he made a lunge for her and caught the net. She then whirled around on the balls of her feet and twirled the net above her head to open it. When Optimus turned and made for another lunge, System threw the net overtop of him. The sides of the net were lined with bolos, so they twirled around Optimus' large frame, causing him to get tangled. Optimus was caught by surprise, but was able to stay on his stabilizing servos. Examining the net, he flexed his chest and arms once, and the net snapped into smaller pieces.

"Uh oh." System muttered before being forced on the defense again. Optimus made several more attacks on System before he decided to change tactics and attack the two hiding behind the rock formations. System saw what Optimus planned to do and attacked, trying to grapple with him, but he wasn't distracted by her tactics. He twisted his arms at odd angles that caused System to loosen her grip on his or risk her servos snapping off. Optimus then caught her arms and twisted to the side, flinging her away like she was trash. Then he continued on his way towards the hiding mechs.

But before he could make it too far, System cart wheeled over to her sword and picked it up. Then she ran over towards Optimus and jumped into the air, flipping over his head and twisting to stand in-between the mechs and Optimus. As Optimus continued to attack her, she held her sword point down and hid behind it, using it as a shield rather than a weapon.

Optimus kept pummeling the sword, until something strange happened. A blue light appeared on the metal of the sword, forming strange lines and symbols. When Optimus punched once more, the light condensed where his fist landed and blasted outward. Optimus had a klik to wonder what was happening before a powerful physical force blasted into him and sent him flying backwards to the edge of the surrounding trees, stunned.

"We don't have much time! Intel, what do you got!" System yelled.

"Well…um…I am not….that is to say…" Perceptor sputtered out. But before he could speak though, Hot Rod noticed that Optimus was getting up.

"Behind you!" He shouted and System turned just in time to dodge a swipe from Prime's claws. But Optimus used his momentum and was able to get past System and attack Hot Rod and Perceptor. Without hesitating, Hot Rod grabbed two spheres from Perceptor's pile of weapons, the flustered scientist, and was able to pull them both to safety. Optimus plowed into the boulder that the mechs were hiding behind, stunning himself again.

"System, catch!" Hot Rod called out and threw the spheres at the femme. She caught them in both hands and smiled.

"Good thinking." She commented and walked over to the fallen Prime as he was getting back up. Turning, he shot crazed red optics at her, his lip-plating curling to reveal his long fangs. System just showed a cool persona as she deftly threw the spheres at Optimus, too quickly for him to dodge. In midair, the spheres opened up into sets of bolos that wound around Optimus, but he was unimpressed. He flexed his chest and arms again, but the bolos held. Optics widening in disbelief, the Prime tried to free himself again, and again he failed.

"You're not getting out that easily." System spoke, shaking her finger at him. Then she pointed behind him. Looking, Optimus saw that he was not only tied up, but also tethered to the boulder behind him. This caused the Prime to lose any sensibility he had left, as he thrashed around, trying to get free. Hot Rod and Perceptor cautiously approached System.

"Wow." Was all Hot Rod could say.

"My apologies System." Perceptor apologized, his head hung in shame.

"Don't." System looked at him seriously. She placed a hand on his shoulder, indicating she didn't need him to apologize to her. Then she turned and gazed at the thrashing Prime. She started to walk up to him, when Hot Rod grabbed her arm. Turning to look at him, she saw a look of distress on his face. His optics were full of the emotions he was feeling, but he didn't seem capable to say all the things on his processor. She gently took her arm out of his hold and placed a comforting hand on his shoulder, but he flinched away from her. Giving him a sad smile, she turned back to Optimus and continued towards him. Optimus was still struggling harshly against his bonds, until he noticed System.

"It's alright." System murmured. "Everything's going to be alright." She walked right up to him until their bodies were flush against each other. System then gently placed her hands on either side of Optimus' helm, holding him in place. "Everything is going to be alright." She then guided his head close to her neck, stretching her head away to give Prime more space. Optimus didn't react at first, staring at her mistrustfully. It hurt her spark to see that look in his optics.

Stepping back, she lifted her right hand up to her neck, the sun shining off a set of silver claws. She wrapped one around a less critical, secondary fuel line and pulled, severing it and causing fresh Energon to pour down her front. Hot Rod gasped at the sight, but Perceptor grabbing hold of his arm, forcing him to stay where he was.

Optimus' optics lit up when he saw the Energon on the femme. She returned her hand to his helm and guided him back to her neck. This time, Prime didn't hesitate. He opened his mouth and plunged his fangs into her soft cyber-mesh, System gasped when he did.

But something wasn't right. Almost immediately, Optimus thrashed; trying to get away, but System held his head firm to her neck.

"You're not getting away that easily." Optimus still thrashed, not listening to her. "You have to swallow it to get away." She spoke calmly. It took a good deal of time before Optimus swallowed the mouthful of Energon, seeming to sag against the femme when he did. "That's good." She praised him. "Just a little bit more." But Optimus refused to drink anymore. Sighing, System brought her right arm away from Prime's helm again. This time however, she brought her wrist to her mouth, biting another secondary line, then drinking her own Energon.

Grabbing hold of Prime's helm again, she pushed her lips to Optimus' and forced them open, forcing him to swallow her Energon. Optimus tried to fight again, but for some reason, his strength was waning. When System broke the kiss, she looked at Optimus' optics, smiling warmly. "I think that's enough." Then right before everyone's optics, Optimus began to change.

His colors became more vibrant, like how they were before. The fangs poking out his lax mouth shrank and disappeared. His claws dulled out into smooth, blunt digits. Finally, his optics changed from dark red, to deep amethyst, to royal blue. He sagged against the bolos and rock; a dull look appearing in his optics, but System wasn't worried. Supporting most of Optimus' weight, she looked toward Perceptor and Hot Rod.

"Can one of you release him?" Hot Rod was completely shocked with everything that happened, so Perceptor was the one who ran behind the boulder and triggered a switch on the bolos that released Optimus, dropping to the ground and snapping back into spheres. He came out and saw System slowly easing Optimus down to the ground, making soft cooing sounds. Suddenly, Optimus' optics bulged and he lurched forward, purging his tanks all over System's front, but she wasn't concerned. She helped raise a few sparklings in her life, she was used to spew. She just shrugged it off, and focused on Optimus.

"Shhh, it's gonna be ok." She whispered as Optimus heaved more Energon. Optimus wasn't completely aware of what was happening, but the voice speaking to him was comforting. When he finished heaving, he took a few intakes of air to calm himself and gazed up. He was very surprised to see System smiling down at him, her arms around him. System had to giggle at the look of surprise on Prime's faceplates, it was just too cute.

"How are you feeling Prime?" She asked.

"Wha?" Optimus spoke intelligently. System chuckled.

"How. Are. You. Feeling." She spoke slowly, articulating every word. Optimus blinked and took a few breems to analyze his operating systems.

"I am receiving many error messages. What happened?" He asked his voice horse and weak. System gave him a sympathetic look before shaking her head.

"That can wait. For now, you need to stabilize before we can return to base." Optimus appeared confused, then looked around, just now noticing his surroundings. Looking down, System noticed that even though Optimus' colors were back to normal, he still looked filthy.

"Hey Perceptor," She called over her shoulder, waiting for Perceptor to come over to her. "Can you find something that could help clean us up?" Perceptor noticed the state of Optimus' armor and the drying Energon on System.

"I should be able to find something that will adequately clean you both up." He nodded, turning to leave. System gazed to Hot Rod, noticing his stunned look.

"And can you take the youngin with you? He needs something to do." She asked.

"Certainly." The scientist nodded and grabbed hold of Hot Rod's arm, guiding him away. When they were out of sight, System gently guided Prime to sit against the boulder he had been tied to, noticing the winces and grunts of pain he didn't conceal well.

"W-what happened?" Optimus asked again. System shook her head.

"Uh-uh, not until we're back at base." She smiled at him. Optimus didn't look amused.

"It w-was not a request. Tell me wh-what happened?" Optimus tried to order in his commanding voice, but his stutter didn't help. System just smiled and shook her head.

"No can do boss. You're not medically fit for duty." She nestled herself next to him and got comfortable. "So I'm relieving you of duty until further notice." Optimus looked incredulous.

"You can't do that. You're not a medic." System just cocked an optic ridge, her smile still in place.

"As stated to all who are assigned to your unit, "All members must be knowledgeable in at least basic field repair and first aid." And that makes me the senior medic on this mission, and I say you are relieved of duty." Optimus shook his head in disbelief, but stopped when a wave of dizziness overcame him.

"I can not believe you." He stated. System just smiled smugly.

"That's what makes me interesting and why you keep me around."

"I thought I kept you around because you are the best at what you do." Optimus smiled weakly at her. She shook her head.

"Nope. Busting Decepticon's skid plates is just a pleasant bonus." They shared a laugh.

In the forest, Perceptor and Hot Rod were searching for a source of water to help clean System and Optimus up. Perceptor was distracted by the flora around them, but he did notice Hot Rod's unease.

"Is everything well with you my friend?" The scientist asked. Hot Rod just shook his head, still looking upset. Perceptor left him alone, System was the one who socialized not him, he would leave the youth to the femme's tender loving care. His attention was caught by his sensors detecting H2O.

"Ah, I believe we have found what we need." He led the way to a small lake of water. He pulled out a small box he used to carry samples from his various explorations, to carry the water. He quickly filled the box and headed back to System and Optimus, Hot Rod following silently behind. When they returned, they were surprised at what they found. Optimus and System were recharging on each other. They were both leaning on the large boulder, Optimus' head was resting on System's shoulder and System was leaning on Optimus. Perceptor was wondering what to do when he saw System's optics online.

/He was tired./ She comm'd him. /He refused to rest, so I pretended to fall into recharge first./ Perceptor nodded in understanding, handing her the container of water when she motioned for it. /Do you have a cleaning towel or polishing cloth?/ Perceptor looked through his subspace, having to take a few breems to find the cloth he used to clean up his work station after experiments. /Thank you./ System smiled to him. /Now one last favor,/ She looked up at the scientist as she dipped the cloth in the water. /In a few breems, Optimus will be back to normal, well, as normal as can be after what he just went through. We need to get back to the base, can you still get us back?/ Perceptor nodded.

/Yes. It is quite simple to establish a wireless link to the Space Bridge computer systems and operate it using a simple algorithm that will-/

/Please do it when we're ready./ System asked, interrupting Perceptor's scientific talk. Perceptor nodded. /Go on and find some place to rest with Hot Rod. I'll stay here with Prime./ Perceptor bowed and left, gently guiding Hot Rod away with him, while System began to gently clean Optimus.

The first thing Optimus was aware of was the feeling of something damp run over his armor. He swatted at it, wanting it to go away, he was too tired. But something grabbed his servo and moved the damp thing to it instead. He tried to swat at it again, he was too tired, he had just discovered that ships were disappearing in a sector of space and he needed to figure out what was causing it as well as having to deal with Decepticons and Megatron. Optimus allowed some power to his optics to get some idea what was going on. He got a fuzzy outline of something pink moving close to his faceplates. Allowing more power toward his optics, he blinked owlishly is surprise, confusion, and embarrassment.

"Hey you," System looked down at Optimus as he looked up from the full view of her chest plates. "I'm glad to see you're awake." She smiled her sweet smile and continued to rub a damp cloth on Prime's servos. It took Optimus a few clicks to figure out what she was doing, and swiping his hands back from her. System blinked in surprise and gave him a concerned look.

"Are you alright Prime?" She asked. Optimus didn't answer her as he attempted to stand, but was very surprised to find he was too weak.

"Don't do that." System tried to stop him using her 'Creator Voice' as Jazz had called it, when one of the sparklings misbehaved.

"W-What happened?" Optimus asked, giving up on trying to stand and instead took to leaning up against the boulder. System frowned and placed her hand on Prime's forehead.

"Hm, shoulda known." She muttered. "What's the last thing you remember?" She asked. Optimus gave her a look before answering.

"A strange phenomenon was occurring in a region of space. Many ships have been disappearing. Preparation for a small exploration mission is being prepared." System frowned.

"Prime, that mission was over an orn ago." Optimus' optics widened in disbelief.

"How can that be? What has happened?" He demanded. System bit her bottom lip, wondering how much she should tell him.

"You went on the mission, but something went wrong. You got injured, badly." She half-lied. "You have a short circuit in your processor." She held her hand on his forehead, feeling the slight heat. "It's causing a problem in your memory modules. Your short term memory isn't being processed right."

"So I won't be able to process anything correctly?" Optimus asked. System shook her head.

"Not exactly. The information is still there, you'll just not be able to access it until later. Your body is weak and injured; it's taking everything to run your self-repair systems. You'll need to see Ratchet as soon as possible and get fixed up, if you want to remember what happened." Optimus nodded in acceptance. System got up and brushed dust off her armor, she still had some grime on her, but would need an extensive stay at the wash racks to get back her immaculate look. Secretly, she was glad Optimus couldn't remember what happened to him. This gave her a chance to think about how to broach the subject with him. This subject needed to be done delicately, one wrong word might set him off.

"Where are you going?" He asked her. She gave him a quick smile before playfully flinging the wash rag at his face, giggling when it caught on one of his finials.

"I'm going to fetch Perceptor and Hot Rod. They accompanied me to help find you. I sent them away 'cause I thought it'd bruise your mech ego if they watched me having to clean you." Optimus cocked an optic ridge before gazing down at himself for the first time, and made a sort of combination of a gasp and gag. System chuckled, she knew how important it was for Optimus to appear clean and immaculate, he had to set a good example to others and appear strong, and the sight of him covered in dust and various fluids did not bring the word strong to mind. Though she thought he looked good in anything.

"Here." She pushed the container of water over to him. "You can clean yourself off with this, at least so you can look presentable. When you're done and I get the others, it might be time to return to base." Optimus looked up to her gratefully before a look of worry etched itself on his faceplates.

"What is happening on base? Who is left in charge? What has happened while I was away?" He couldn't stop himself from asking all the questions on his processor. System couldn't blame him, something terrible happened to him and he knew it too, even if he couldn't remember. So his self-restraint was shot all the way to the pit.

"I'll explain everything, once we get back to base. Don't worry, I'm sure Prowl and Jazz are taking care of everything." She decided not to mention Ultra Magnus or Elita-1 to him, it might cause him to overreact and strain his already strained systems. She got up and quickly left, finding Perceptor and Hot Rod not far away. Perceptor was examining one of the strange trees, taking samples of the leaves and bark, while Hot Rod leaned up against one of the trees, a 'not happy' vibe coming off him.

"Come on." System called to them. "Prime is awake, and starting to feel well. I think it's time we got back to base." Hot Rod looked relieved to hear they were heading back while Perceptor looked upset that his scientific explorations were being cut short.

"Don't worry, Percy. I'm sure you'll get a chance to come back here again. And besides, the space bridge has the coordinates to this planet saved in its computer banks." Perceptor brightened at the thought of coming back and doing a genuine scientific exploration of the planet. Maybe even Skyfire would like to join him. When the three returned to Optimus, he was cleaned of all the dirt, dust, and other things, making him shine in the sunlight. 'Only a Prime could take simple H2O and end up looking that good.' System thought.

'Well don't you just look ready to go out clubbing." System joked. Optimus frowned before getting up and offering her the water and wash rag.

"My apologies. You should have been allowed to clean up first." System glanced at the offered items before shaking her head.

"I'll be fine until I get to a wash rack." She said, casually brushing dust off her chest plating. Optimus was a little confused that she was willing to look like a streetbot until they got back to base. She must have been feeling at least slightly uncomfortable, especially if some dust got into her vents.

"Still, you should at least clean up some. It is not very dignifying to be seen walking around with filth all over you." System snorted and gave Prime a playful smirk.

"I spend my time with someone who's, before his bond mate, whole solar cycle revolved around his next one night stand. Your primary care givers are a cannon totting, one mech army and a wrench throwing processor ache. Half your crew spends as much of their time in the front with all that filth as they can, and the other spends just as much time in front of their mirrors that they don't notice anything. Dignity is not a word one would call your bots." Prime thought about it before sighing and giving System a smirk of his own.

"I hate to admit it, but you are right. Now I am torn between disgust or ridicule at how my mechs act." System laughed.

"I'd say neither and just go with it. You'll save your logic circuit that way." The two shared a small chuckle before Perceptor got their attention by clearing his vocalizer.

"I apologize for interrupting, but as you have said yourself System, it is time we return to base." System nodded and waited as Perceptor opened up a panel on his forearm and pushed some buttons on a small console. Then, in a flash, a small swirling hole appeared in front of them. It looked like a space bridge opening, but on a smaller scale. System motioned for Hot Rod and Perceptor to go first. Hot Rod looked about to argue about something, but Perceptor took some initiative and actually grabbed the youths arm and dragged him to the portal before pushing him through. He turned to look at System and Optimus over his shoulder.

"Please hurry. I can keep the opening up for a few more breems, but I would expect there are others who are awaiting our return." Then he turned and jumped through the opening. System huffed and smiled at the scientist's behavior before turning to look at Prime. Though he was finally standing on his own, he looked like he was about to become sick again from watching the portals swirling mass of colors. System quickly got his attention and grabbed his arm.

"Come on Prime. Time to go." Optimus tried to stand on his own, but his balance still wasn't any better, causing him to lean to one side. System was careful to keep him upright, bracing him with a hand on his back, still holding onto his arm.

"Here. Try this." She carefully leaned her body closer to his and placed his arm on her shoulders, supporting his weight, though it appeared that it was Prime who was helping her out instead of the other way around. "There, you can lean on me for support and still retain some of your dignity." She smirked at him, even though she had to fight to keep her composure about her, she really liked the feel of Prime's wait on her. Optimus just smiled in gratitude. Then they both turned to the portal and carefully stepped up to it.

"Ready?" She asked. Optimus nodded. Taking a deep intake of air, they both stepped through. The portal remained for a moment after they disappeared before winking out of existence leaving only dark mementos of an experience all four would hope to leave behind. But fate is rarely that kind, and sometime soon, they all would have to face the consequences of the day.


	7. I pray my soul to keep

Sorry for not updating in a while, been hectic at home. R&R please. I do not own Transformers.

* * *

The Decepticon base was dark as Thundercracker and Skywarp came in from their long distance patrol.

"Wow. This is really weird TC." Skywarp said, staring at the darkened entrance. Thundercracker was in agreement, but something felt even more out of place for him. Usually some kind of light would be on to indicate the base wasn't abandoned, but they couldn't detect any kind of power source inside at all. Something cold slithered up the blue seekers spinal struts. He carefully followed Skywarp inside, keeping on optic out for anything out of the ordinary. They made it half way inside without meeting a single living thing.

"This is starting to seriously creep me out TC. Did they abandon the base or something?" Skywarp asked, stepping close to Thundercracker and grabbing hold of his arm. Thundercracker gently took hold of Skywarp's servos and started guiding him to the security room.

"Maybe somebody got something on the security monitors." He suggested, keeping his voice low and calm to sooth the purple seeker. Skywarp nodded and followed quietly, the thick atmosphere seeming to press onto him. Thundercracker opened his side of the bond to comfort his younger mate. Very few mechs knew that the two were bonded, and they kept it that way, just in case someone decided to use it against them. Thundercracker usually kept his side of the bond blocked during dangerous situations or patrols just in case something happened, but right now the purple seeker needed his comfort now more than ever.

Suddenly, a flash of metal out of the corner of his optic was the only warning the blue seeker had. He pushed his mate out of the way and wiped his gun out.

"What is THAT!" Skywarp screamed, having fallen on the ground behind the blue seeker. Thundercracker didn't answer as he grappled with the dead looking mech with red optics. He quickly dispatched it with a few well aimed blows with his hidden weapon, an energy dagger. Putting his weapons away, he leaned down next to the dead body and examined it. He couldn't believe what he saw.

"I don't believe it." He whispered.

"W-what is it TC." Skywarp stuttered, getting up and carefully making his way to his mate. Thundercracker turned the body over for his mate to see.

"It's Blazewing." Thundercracker answered. Blazewing was a new recruit that they both had seen running around the base. He hadn't even had a chance to see a real battle yet. Getting up, Thundercracker grabbed Skywarp's wrist and ran down the hallway.

"TC?" Skywarp asked, fear evident in his voice. Thundercracker didn't say anything. They reached the security room without incident, Thundercracker locking and barricading the doors. Skywarp was scared and confused, not easy feelings to cause a Decepticon. A sound in the back of the room caused the purple seeker to jump and the blue seeker to whirl around with his gun and dagger drawn. A large silver mech stepped out with his hands drawn up.

"Soundwave?" Skywarp asked, recognizing the mech. Soundwave nodded and lowered his arms.

"What happened?" Thundercracker demanded.

"**Base compromised.**" Soundwave answered, stepping toward the two seekers.

"We slagging well know that!" Skywarp snapped. "What happened?" The silver mech looked at Skywarp for a few clicks.

"Tell us." Thundercracker ordered him. Soundwave nodded and turned to one of the security monitors. It lit up and showed two mechs with red optics.

"**This was taken from the exploration ship.**" The silver mech told them.

"Thissssss issssss perfect my sssssservent." One of them hissed.

"Thank you, my master." The other said. The seekers were surprised to recognize it was Megatron.

"Are all the mechsssssss here turned?" The hissing mech asked. Megatron shook his helm.

"No, some are still on the ship. But there are many more back on Cybertron." The hissing mech smiled evilly.

"Perfect. Let'ssssss get going then." The screen blinked out, the two seekers staring horridly at the silver mech with them.

"What was that about?" Skywarp asked, but he was ignored by both mechs.

"How could this happen?" Thundercracker asked Soundwave. "I thought they all were destroyed." Soundwave nodded.

"**Statement: Soundwave believed as well. Observations incorrect.**"

"Oh stop that! Speak normally." Thundercracker snapped. The silver mech looked at Thundercracker for a few kliks, Skywarp thought he would attack his mate, than he nodded. His visor and mask clicked open and he showed his naturally red optics and sharp faceplates.

"Better?" The silver mech asked, Skywarp nearly crashed his logic circuits from the low, cool sound of the mech's voice.

"Better." Thundercracker said. "Now what are we going to do?" Soundwave looked thoughtful for a moment.

"The most obvious decision is to leave the base."

"But how and where? And where are Megatron and the-" Thundercracker cast a glance at Skywarp, who seemed to be unable to process what was happening and seemed in shock. "The monster?"

"They are at another of our bases." Soundwave answered. "They left here shortly after contaminating most of the soldiers." Thundercracker nodded, still looking uneasy.

"So how do we get out of here?" He asked.

"I have a suggestion." Soundwave looked at Skywarp. "Your wing mate's special ability could allow us an easy escape."

"But where can we go? Especially with those things free on Cybertron?" Soundwave gave Thundercracker a hard stare.

"There is only one place we can go that is safe." Thundercracker glared at the silver mech.

"No." He refused to go crawling to them for help.

"Swallow your pride!" Soundwave snapped, surprising the seekers. "We can not allow our petty differences to cloud our judgment and endanger our lives!" Thundercracker blinked his optic shutters, surprised at the amount of emotion that Soundwave was showing. Even without his mask and visor, he wasn't the most emotional bot. Then a clicking sound came from the corner Soundwave had hidden in, and two small bodies slinked out. It was Soundwave's cassettes, Ravage and Rumble. And suddenly Thundercracker understood why Soundwave was willing to go to _them _for help.

"Alright. But Skywarp can't take us all, it would put too much strain on his systems, especially since we haven't refueled and he's already stressed out enough. He can take your cassettes, but we'd have to stay." Thundercracker explained. Soundwave nodded in agreement, but their companions didn't like that idea.

"But TC!" Skywarp cried, taking a hold of Thundercracker's arm. "I can't just leave you behind." Thundercracker looked at his mate's stricken face and put on a calm smile.

"It'll be alright Warp. I promise that it will be alright. Soundwave and I'll be alright and we'll get out just fine. If you're out of danger, it'll be easier for me to get out without worrying about you and besides," He nuzzled Skywarp's faceplates. "I'll have something to convince me to get out sooner." Skywarp wanted to protest he didn't need anyone to protect him. But even he knew he would be useless against those things. He nodded miserably and clutched at his mate, who stroked his wings in comfort.

The same thing was happening with Soundwave. Ravage and Rumble didn't want to leave him, he was their creator.

"You must leave with Skywarp." Soundwave told them softly.

"B-b-but Soundwave…w-w-w-we want-t-t-t to stay wi-i-ith you." Rumble whined, his stutter being worse since his separation from his twin, Frenzy, though Soundwave was glad that he allowed Barricade to take the cassette for a long away mission.

_::Soundwave, we need to stay together. We promised Frenzy.::_ Ravage begged, using his telepathy to speak with his creator, but Soundwave shook his head.

"No. You have to go with Skywarp. If you stay, you will be in danger." His cassettes were about to protest, but he interrupted. "No. Go with Skywarp now." The cassettes stopped their protests and lowered their helms. Soundwave didn't want his cassettes to think he was being uncaring about them. He reached out and lifted them both into his arms, the cassettes burrowing into his embrace. When he released them, they slowly made their way to the purple seeker, who carefully lifted them up in his arms. They all gave one last look at their loved ones, and then Skywarp initiated his special ability and warped out to a hidden location away from the base that Thundercracker would be able to find.

The two remaining mechs stayed were they were for a few more clicks before moving. Thundercracker removed his energy daggers and Soundwave brought out his own weapon, an energy scythe. They both looked at each other before going over to the doors. Quickly moving the barricade away, they braced themselves and opened the doors and ran down the hallway, ready to take out any Death Walkers that got in their way.

At the Autobot base…

The base was in total chaos. Mechs and femmes were running around like glitch mice and Ultra Magnus and Elita-1 were not helping matters. In fact, they had brought in more soldiers from their bases. Prowl's nerves were so frayed that even Jazz could hardly get him to calm down.

"This is madness." Prowl grumbled as he made his way to his office, Jazz right behind him, passing a large group of mechs.

"Yeah Prowler. I know." Jazz sighed, trying to comfort his mate through their bond. The reason for all the disarray? Hot Rod's disappearance. And Optimus Prime's seeming resurrection. Oh, and the inexplicable disappearance of the base's top scientist and one of their top fighters. Prowl tried to stave of the crash he felt creeping up in his processor as he sat heavily behind his desk. Jazz took his usual seat on the other side and propped his pedes up. Prowl didn't even bother to tell him to get down, he just hid his faceplates in his hands and sighed.

"Come on Prowler. It ain't tha' bad, is it?" Jazz tried again to distract the tactician. Prowl gave the silver mech a half sparked glare through his fingers.

"Not that bad? Jazz, Ratchet is still trying to convince everyone that Optimus is back from the Well of Allsparks, half the base thinks he has finally lost his processor. Hot Rod has disappeared, and since he is not a part of our unit, his disappearance can not be explained, and it does not help that both System and Perceptor have vanished as well. System, we could have explained easily, you would have sent her on a mission only she could accomplish since you have been 'training her as Special Ops'." Jazz grinned at Prowl's dry tone.

"Yeah, like I could train System in anything." The silver mech chuckled, knowing his best friend very well.

"Indeed, but that is the cover story we all agreed to." The black and white mech pointed out and Jazz nodded.

"But Perceptor's disappearance is not so easily explained. As a top scientist, he is not need anywhere outside the base and does not take part in any type of combat situation." Jazz nodded in agreement. "And their disappearance coinciding with Hot Rod's does not help matters. Ultra Magnus and Elita-1 are now both worried that the Decepticons have captured all of them, since they have been laying low for Orns. And now that they have both called in more mechs and femmes, the base can barely support everyone in it! And now the schedules are all out of control with the extra bodies running about and both Magnus and Elita will not listen to me and are giving orders left and right that-"

"Easy Prowler." Jazz soothed, coming over to Prowl's side and rubbing his back at the junction where his door wings met his back. "You're gonna overheat if ya keep goin' like this. Try an calm down." Prowl took a deep intake of air, trying to calm himself and concentrating on Jazz's hand on his back. "Sys' will come back soon, she always does, and I'm sure Percy and Roddy are both with her. And when they come back, I'm positive that impressive CPU of yours will think up a doozy of an explanation for Mags and Lita. So don't worry." Prowl had to smile at his mate's confidence, but he still worried about all the 'if's'. If System did not return soon, if she did not have Perceptor or Hot Rod with her, and if the Decepticons attacked before that. No matter how many times he ran the numbers, Prowl kept coming back with the same answer. Big trouble.

So when Bluestreak burst into his office looking like he ran all the way from Kaon, Prowl was ready for the worst.

"What's that matter Bluestreak?" He asked, standing up. But Bluestreak gave both his adoptive creators a big smile while huffing.

"I-it's…huff….Sys…"

"Easy Blue." Jazz went up to the young mech. "Take a big intake and tell us slowly." Bluestreak nodded and took big gulps of air.

"System! She's coming back. Percy is in the lab with that the big arch thing that he and Jack have been making and I'm not sure what it does but he told me that it's gonna get System back here some how and wow I didn't think he and Jack could make something like that but yeah she's on her way and Perceptor has that missing mech, Hot shot or something like that, he's with Percy right now and you gotta come right now!" With that, Bluestreak turned on his heal, almost smacking Jazz with his door wings, and ran out of the office. Prowl and Jazz exchanged a brief look before following the young mech all the way to the room where Wheeljack's and Perceptor's little project was held. Inside, they found the missing mech's standing in front of the large archway that held some kind of vortex. Prowl had to concentrate on the scientist, afraid that he would crash from the sheer relief that he felt.

The sound of running pedes and Jazz's soft "Uh-oh." made him look behind them. The sight of Elita-1 and Ultra Magnus with a few of their soldiers was not what he needed right now.

"What's wrong?" Ultra Magnus demanded. "We saw you three running down the hallway, we assumed we were under attack." Before Prowl could say anything, the vortex flashed, bringing everyone's attention to inside the room and the two bodies falling out, the vortex winking out of existence. They fell to the ground, both groaning. Prowl silently sighed in relief at the sight of System's familiar armor, but he balked when he recognized the red and blue mech next to her.

"Optimus?" The soft voice of Eltia-1 was heard though the silence that had fallen, even Bluestreak was uncharacteristically quiet. Before anyone could say anything, System propped her helm on her hands, coughed and said, "Well it sure the Pit ain't Primus." Prowl jerked and started issuing out orders.

"Perceptor, inform Ratchet of incoming patients. Bluestreak, Jazz, help Optimus and System to med. bay." A chorus of 'Yes sir's followed and the room returned to activity. Prowl had to get Ultra Magnus and Elita out of the way so that the bots could get to medical.

"Don't worry Blue, I'm fine." System brushed off the young mech's concern and helped Jazz lift Optimus off the floor. He looked worse than before they went into the vortex and System hid a wince of sympathy for the poor mech.

"What happened?" Jazz mouthed to her. She shook her head and mouthed "Later." and took all of Optimus' weight on her shoulders. He was still dazed from his trip, but was quickly recovering.

"Help Prowl with crowd control. We don't want the rest of the base to go to Pit if they see Prime walking about."

"Too late." Jazz muttered and left to help his mate with keeping the commanders distracted.

"Alright boss bot, let's get you to Ratchet. Bet he'll love to see you." System muttered sarcastically and started hauling Optimus out of the lab, Prowl and Jazz having successfully herded the crowd of bots away for the time being. It was silent all the way to the med. bay, until Optimus broke it.

"Thank you." System gave him a curious look.

"For what?" Optimus looked at her for a moment than turned his gaze forward.

"To be honest, I'm not really sure. I just feel I had to give you my gratitude." System cocked an optic brow before giving a one shoulder shrug, but on the inside she was nervous. How would Optimus feel when he regained his memories about what happened to him, what happened on the planet, and with her? Would he feel grateful when he learned the truth? She was broken out of her musings when the finally reached the med. bay and entered. System helped Optimus onto a berth and looked around for Ratchet.

"Alright it's either really good or really bad that he's not here." She looked into his office and saw no one. The sound of the doors opening caused them both to look up, but instead of the cranky medic, it was Wheeljack. At first he was surprised to see both Optimus and System in the med. bay that his mask snapped open in surprise. System giggled at the gob smacked look on his face before he reengaged his mask and swept to Optimus' side.

"What happened?" He asked as he pulled out various scanners and other medical equipment as Optimus lay down.

"Oh you know the usual." System said airily. Wheeljack nodded while Optimus gave them both a confused look.

"Alright, sir. I'm going to have to put you offline for now. Your processors are over heating badly and I'm not sure what else could be wrong, so it would be best if you're in stasis until Ratchet can get here." Optimus nodded and opened his mouth to ask where Ratchet was, but Wheeljack located his switch and forced him offline before he could say anything. When he made sure Prime was out, he turned and gave System an uncharacteristically serious look.

"Ok. What _really _happened?" System gave him a bored look.

"Oh come on. I already told you the usual." She said irritably, not really in the mood for the third degree. Wheeljack snorted.

"Oh the usual? What about the source? Did you get rid of that? And how are we going to take care of Ratchet, or have you forgotten that? And I'm guessing that little red mech Hot Rod saw it all as well?" The engineer bit out.

"Yeah, you're right. Well I did promise the young one that I would see if I could get permission to explain things to him, and I guess the same would be for Ratchet and Prime when he regains his memories." System sighed and placed her hand over her optics. Wheeljack wilted at seeing her so upset.

"I'm sorry. I forgot how you are about Optimus." He apologized. System gave him a look from between her fingers. "Hey it's not hard to figure out when you've been mooning after him for the last I don't know how long. But you really haven't been making an effort to hide it. Practically half the base knows." System gave him a horrified look. "Oh don't worry. Prime may be a great leader, but the lug nut can't recognize a crush when it's staring him right in the optics, so to speak." He teased her lightly. System just growled and grumbled about nosy engineers. Wheeljack laughed at her.

"Oh and you might want to get a replacement visor, or you might scare someone with those optics of yours." System went over to the large mirror and had a good look at herself. She was banged, scuffed, and scratched, nothing out of the ordinary for her, she _was _a front liner after all. But the sight of her broken visor and her optics was a very unusual sight. She fingered the broken edges of the visor and looked at her optics, they had been red in her fight with Optimus, but now they were green.

"I guess you're right. It would be unsettling for the rest of the base to see me like this. She gave Wheeljack a quick grin and sped out of the med. bay at her full speed. Wheeljack just shook his head and went back to work, not really worried someone would see System; they never did if she didn't want them too. He also knew he had to fix Prime as soon as possible, in case Ratchet came into the med. bay. Wheeljack could only imagine how the CMO would react to seeing Optimus again so soon after their run in, in the hall.

Perceptor was in the lab that held the spacebridge. He was glad when Prowl and Jazz were able to shoo the commanders and their mechs away. He had also allowed Hot Rod to return to his friends, but not before giving him a warning. Before System and Optimus had come through the spacebridge, he had told Hot Rod in no uncertain terms to 'Keep his trap shut', Primus, System was rubbing off on him. But still, it got the point across and the young mech promised to not tell what had happened on the planet and with Optimus and System. He was now wiping the spacebridge's hard drive to make sure no one found out about the planet and went there to investigate.

"Hey there." A voice suddenly spoke in the quiet lab, causing the scientist to jump in surprise. Turning, he saw System leaning on the doorframe, smirk on her faceplates and a new visor on.

"You must desist in doing that. My spark rate is already elevated as is." System just smirked and walked slowly inside. "I take it you came to reclaim your weapon?" Perceptor asked dryly. System nodded. Perceptor sighed and walked behind one of the larger consoles and dragged something out. It was System's sword. "I must say, it was quite difficult to relocate this. The materials in its composition are entirely too solid for someone as I, to easily reposition."

When System came through the spacebridge, she was lucky enough to have it dislodge so she easily hid it under her body so nobody saw it, though they were all too busy looking at Optimus to notice a humongous sword lying around. And when everyone left, Perceptor quickly hid it for her. System stifled a giggle and grabbed her sword with one hand and hefted it onto her back. Perceptor sighed.

"You must be more careful next time." System looked at him seriously.

"If there is a next time." She muttered. Perceptor shook his helm.

"Someone did that to Prime. And since we did not come across it, we have to assume the worst." System looked away from the scientist. Even though she didn't want to believe him, she nodded and quickly left the lab to return her sword to its hiding place.

Prowl sank into his chair with a heavy sigh. He and Jazz were back in the SIC's office after a long argument with Ultra Magnus and Elita-1. They had been adamant and demanding about Optimus. They had wanted to see him, but Prowl told them it was better that Ratchet see to him before the Prime got any visitors. He had to practically beat the logic into their heads, which was very tempting when he thought about it. Jazz sat perched on Prowl's desk, sending him sympathy glances. Before the saboteur could say anything to comfort Prowl, the door opened and System walked in. Prowl sat up and Jazz hopped off the desk.

"Is Prime alright?" Prowl asked. System nodded.

"Blowout is looking after him." Prowl's door wings stiffened and Jazz's visor brightened in their surprise. System using that codename could only mean one thing.

"I take it we have some business to take care of?" Prowl asked. System nodded her face unnaturally solemn. But as she opened her mouth to speak, the base alarms went off. All three tore off to the command center. When they got there, Ultra Magnus and Elita-1 were trying to understand what the trouble was.

"What's going on?" Prowl demanded.

"We're trying to figure that out now!" Elita answered, talking on her com-link to one of her soldiers. Then Red Alert came tearing into the room like Megatron himself was chasing him.

"Sir! We have a situation!" Red yelled to Prowl.

"I'm aware of it." Prowl snapped, not in the mood to deal with the panicky security director.

"No you don't! We're being attacked, but not by Decepticons!" Prowl's optics widened as everyone in the room became aware the Red Alert knew what was going on.

"What is it Red?" Jazz asked. Red Alert looked completely terrified.

"It's Death Walkers!" The room became completely silent. Many of them knew of Death Walkers from stories told to frighten sparklings, and many instantly thought the SD had completely lost it, but the looks on Prowl, Jazz, and System's faceplates told them otherwise.

"You're certain?" Prowl demanded, hoping he was wrong.

"Yes. I saw them on my monitors. They're coming this way." Red answered. Prowl cursed, surprising many in the room and was about to issue orders when Red Alert interrupted. "But that's not the worst part." Prowl nearly blanched, there was more? "Megatron is leading them! He's one of them!" System gasped loudly and held her hands over her mouth plates. Jazz looked like someone pulled the planet out form under him, and Prowl looked like he was suffering from multiple crashes all at once.

"That can't be." Prowl whispered.

"It's true sir." Red confirmed. "What are we going to do?"

"What is all this?" Ultra Magnus demanded, breaking the stunned silence the little group was caught in. Prowl shook his head and turned a determined look to System and Jazz.

"Get to the weapons vault. And contact everyone, inform them of the crisis." They both nodded and ran off. Prowl turned to Red Alert. "Issue a lockdown. No unauthorized personnel are allowed to leave." Red nodded and ran off. Prowl was left all alone with a room full of confused mechs and two very upset commanders. This was not his solar cycle.

Red emergency lights lit up the entire base as the blast doors closed and locked at every entrance. System and Jazz had reached the weapons vault that was hidden in Wheeljack's lab. The engineer was inside and gave them both a concerned look.

"Is it true?" He asked, his helm lights flashing a dark blue. Jazz merely nodded as System accessed the hidden area where all the weapons were kept. The sound of footsteps caused them all to look at the door to see Bluestreak burst through, a scared look on his face. The sight of his guardians calmed him down a bit, and when he noticed the weapons, a determined look entered his optics.

"I'm going with you." He said.

"No!" Jazz snapped. He was not going to risk his youngling in this fight. System placed her hand on his shoulder and gave him a sad look.

"We're gonna need everyone in this fight." Jazz looked like he wanted to argue, but he couldn't disagree with the femme on this. They _were _going to need all the help they could get. Once all four had retrieved a weapon, they quickly made it to the closest exit. They met others on their way, some confused at what they were doing, others joining them with looks of determination. Once at the door, Jazz comm'd. Red Alert to open the door. Outside, the Autobots could see a large group of mechs heading their way, and in the front, a large silver mech led the way. Wheeljack's energon ran cold and Bluestreak gripped his riffle hard. System and Jazz both stood in the front, tall and proud.

"Alright mechs, this is what we've trained for." System spoke to the gathered bots.

"Lets show these tin turkeys what it's like to mess wit' us!" Jazz called receiving a cheer from all the bots. They both turned and led the charge towards the horde of monsters.

Inside the command center, Ultra Magnus and Elita-1 watched in amazement and shock at the group of bots running to meet the oncoming enemy. They were both shocked at seeing many bots that they knew fighting. System, Jazz, Wheeljack, and many others. Prowl stood beside many monitors, observing the bots and thinking of battle plans to use. When the forces finally met, it was like an explosion, worse than any battle the commanders had been in. And when they got a good look at the enemy, fear ran through their neural nets. It looked like the Autobots were fighting with corpses. Dead grey bodies with faded paint and blank optics moving en masse at the (in proportion) small group.

But when the Autobots went up against the seemingly impossible odds, the two commanders were in shock. Each Autobot was able to take down at least five attackers at once and on their own. Even Bluestreak was picking off opponents one after the other. But Jazz and System were literally tearing into their opponents. It was a sea of flying body parts everywhere.

"Shouldn't we be out there helping?" Elita demanded, seeing mechs she had gotten to know the last few solar cycles.

"No." Prowl shook his head. "You would only get in the way." He turned to one of the communications mechs. "Send an alert throughout the base. No one is allowed to leave the base as long as the lockdown is in action. No exceptions." He turned a pointed look at the commanders. The mech nodded and turned to his console. Prowl then activated his own comm-link, issuing orders and directions to the battling mechs.

On the battle field, System and Jazz were almost enjoying themselves.

"Feels like ol' times don't it?" Jazz commented as he ripped apart an opponent with his weapons, extension claws that fit onto his hands that lengthened his digits and ended in razor sharp points.

"Yeah." System agreed, beheading another enemy. "But then again," She sliced another in half with her sword. "Old times sucked." Jazz snorted but grinned in agreement before jumping into a pile of the animated dead with a happy cheer. System shook her head at her best friend's excitement, but after all, this was what they did, and joined him with a battle cry.

Bluestreak was staying at the edge of the battle, taking up a sniping position, though it was harder for him than the other combatants, since his opponents didn't stay down for long, but he made sure none got past him, he refused to let these scum into the base and hurt his friends. Wheeljack was having as good a time as Jazz was, throwing various inventions at the mass of bodies and watching the explosions. It was like fireworks, only closer to the ground and with more destruction. Than suddenly a sound like a great beast roared across the battle field, causing all combatants to freeze and fear to creep into the Autobots' fuel lines. Looking up, they all saw the hulking form of the Decepticon leader, Megatron.

Stepping out of the sea of bodies, System and Jazz both made their way towards the deranged mech. He smiled when he spotted who was coming toward him.

"So, it seems my brother sends his little pets to do his job for him." He purred. System and Jazz both smirked, not affected by the con's posturing.

"Oh he didn't send us." System spoke, hefting her sword on her shoulder with one hand to show Megatron she meant business.

"But we came anyway. He's just so busy runnin' an army that he don't have time for the likes of ya." Jazz spoke up, tapping his claws on his thighs, making sure that they caught the light. Megatron wasn't happy with these two, they seemed to know more than they were letting on, and they were obviously stronger than they showed.

"Why do you fight for the Autobots? You both are clearly better than they are. Why don't you both come and join me, I'm sure I can make it worth your while?" Megatron attempted to coerce them, but they both just ignored him.

"What and join someone so irresponsible with his power that you would destroy your own faction?" System asked, gesturing to the bodies that were moving about, most of them were looking hungrily at the bots sill on the battlefield. It was obvious now just who these bots were, they were Decepticons; their faction symbol had faded away when they were changed into these mindless monsters.

"An' not ta mention that ya started dis war in the first place." Jazz supplied, flexing his claws in anticipation. Megatron scowled.

"You both are obviously more than you seem. Very well, think my offer over very carefully. I look forward to hearing your answer. Decepticons, retreat!" And with that, every con lifted off the ground or transformed and tore off, leaving behind the small group of bots to watch them go.

"Hm, you get the feeling that he wasn't listenin' to us when we said no?" System asked. Jazz made a show of thinking really carefully about that.

"Yeah, I think he did."

"Mechs. They never listen." System sighed and shook her helm.

"Yeah." Jazz agreed than thought about what she said. "Hey!" System giggled.

"I rest my case." The light teasing helped calm them down as they made their way back to the group. Bluestreak came running up and launched himself at Jazz, hugging him and babbling more than normal.

"It's alright, lil' spark." Jazz softly called Bluestreak the nickname he called him when he was younger. "We're all alright." Bluestreak just buried his face in Jazz's chest.

"It was his first time, Jazzy." System spoke softly to the silver mech. "Naturally he would be upset." Jazz nodded and continued to comfort the young mech. Everyone slowly made their way back to the base. When they got back, the lockdown was disengaged; Prowl, Elita-1, and Ultra Magnus with many more mechs were at the base entrance.

"What was that about?" Ultra Magnus demanded. System sighed and looked at Prowl.

"It is complicated." Prowl turned to the larger mech. The commander didn't like that answer.

"What do you mean it's complicated? Just what were those things, and why was Megatron with them?" Prowl sighed and shook his head.

"Calm down Magnus, it will take sometime to sort through. For now you will just have to be patient." With that, Prowl turned and entered the base, followed by everyone who had fought in the battle, leaving a large crowed and two commanders very confused.

Optimus Prime woke up inside the med. bay alone. His self diagnostics told him that he was fully repaired and functional. Sitting up, he expected to hear Ratchet yell at him for getting injured or moving so soon after repairs, or at least get a wrench lodged into his helm. He carefully got up and stretched his sore limbs. He looked around, feeling slightly unnerved by the silence. He remembered Wheeljack forcing him offline after System helped him to the med. bay after retrieving him from the strange planet, but before that, he still was having trouble, he hoped that System was right and that he would recover his memories soon. He didn't feel right about all the time he lost.

The doors opening distracted him from his thoughts. Turning he saw the one mech he had hoped to see when he awoke. Ratchet stepped into the room, absorbed in a data pad.

"Ratchet." Optimus spoke. Ratchet stopped and jerked his helm up, staring at Optimus in complete shock. "Is there something wrong?" Optimus asked, when Ratchet didn't say anything. The scream the CMO let loose confirmed that something was indeed wrong.

Later…

The base was buzzing with activity. Everyone had heard about Optimus Prime's return from deactivation and the attack had everyone on edge.

"Seriously Sunny," Sideswipe spoke to his brother. "Prime is in the med. bay right now! I swear I heard Ratchet scream from all the way across the base."

"Don't call me Sunny." The yellow mech grumbled. The two were walking down a hallway towards the rec. room for some energon.

"What are you both talking about?" A voice asked from behind them. Turning, they both saw Bumblebee coming towards them.

"About Prime coming back from deactivation." Sideswipe smiled at the scout. "I mean I heard all the rumors about Prime being spawned from Primus himself and all, but I never really believed them until now." Bee shook his head at the red mechs sense of humor. They were distracted from their conversation when they spotted Prowl, Jazz, and System entering the rec. room together. Quickly hurrying to meet up with them, the three were surprised when the doors shut in their faceplates.

"Wow, rude much?" Sideswipe grumbled as Sunstreaker opened the door, but was blocked by System.

"Sorry mechs. Invitation only for this party." She said and closed the doors, the distinct sound of locks being engaged sounded as the three young mechs stared in surprise.

"What's up with them?" Sunstreaker asked.

"Don't know. Maybe they're having a meeting?" Bumblebee offered. Sideswipe shook his helm.

"No, they'd be in the conference room or at least the command room. And why would System be with them, she ain't an officer."

"And how are we supposed to get our energon now?" Sunstreaker grumbled. They all thought about what was going on until they heard someone coming toward them. They turned and saw Blaster, the communications officer.

"Hey mechs. What's happenin'?" He asked. Sideswipe grinned and shrugged his shoulders.

"Have no idea Blaster. Prowl, Jazz, and System have holed themselves inside." He jerked a thumb towards the rec. room.

"Yeah, heard." Blaster grinned. He stepped up and opened the doors. System stuck her head out and smiled.

"'Bout time you got here." She stepped back and let Blaster inside. The doors closed and locked behind him.

"See, it was a meeting. System is just there because she's Jazz's best friend." Sunstreaker grumbled. Sideswipe was stalled from answering at the sound of someone else running down the hall. Bluestreak and Beachcomber came up to the doors and knocked. The doors opened and they went in without a word. Now Sideswipe and Sunstreaker were curious. They made a few more attempts to open the doors, but kept being kicked out by System. A small crowed had gathered around the rec. room doors, waiting to see what was happening.

"What is happening here?" A deep voice startled many. Everyone looked up in surprise at the sight of their leader, Optimus Prime, flanked by Ultra Magnus, Elita-1, and Ratchet. All the mechs were overjoyed at seeing their Prime again, but the looks Ultra Magnus and Ratchet were giving everyone told them to not bother their leader. A quick summery from the twins had all the commanders frowning.

"This is not like them. I know Prowl shuts himself in his office when he needs to figure things out and that Jazz sometimes joins him, but everyone else? Blaster, System, or even Bluestreak?" Just before anyone could begin speculating, the doors were flung open, System standing in the doorway.

"It has been decided." She said slowly and seriously. Everyone was profoundly confused.

"What has been decided?" Elita asked. System gave everyone a measured look.

"That you will all be told." She turned and motioned for everyone to follow.

"We'll be told what?" Optimus asked, as everyone entered the rec. room. The tables, couches, and chairs had all been moved. The entire room was clear except for the far wall where the tables had all been lined up and all the bots that had been in the room were seated behind them. Prowl sat in the middle with Jazz on his left.

"Everything." Prowl answered.


	8. Toil and Trouble

Everyone in the rec. room stared at Prowl silently, after his statement. He sat behind one of the rec. room tables that had been moved up against the far wall, Jazz sitting right beside him with his peds on the table and the most relaxed position in the world, like he _didn't_ help Prowl and System lock up the rec. room and barricade everyone else out. System sat perched on the opposite side of both Prowl and the table, swinging her legs back and forth in a contented way. "What do you mean by everything?" Ultra Magnus asked. Prowl sighed sadly before giving his commanders a level stare.

"As you all know, there have been strange happenings going on around the base lately, the battle outside being the most recent." Everyone nodded with varying degrees of annoyance that Prowl was repeating what they all knew, but Optimus was by far the most patient. He had been stuck in med. bay with Ratchet during the fight, but he had heard all about it from Magnus and Elita.

"First off Prowl," Optimus spoke before anyone else could say anything. "Please explain why you commandeered the rec. room?" Prowl for his part, looked only faintly sheepish, the tiniest bit of color came across his face and his doorwings hitched a centimeter.

"Yes. I apologize for the inconvenience. We had to hold a meeting to decide what to do after the battle and the rec. area was the only place all of us could gather."

"All of us?" Elita-1 asked. "Who are you talking about?" Prowl rose up and gestured to the others who had taken seats behind the tables while everyone was talking.

"Allow me to introduce us. We are called the Hunters, a guild of specially trained mechs and femmes whose purpose is to hunt down and exterminate Death Walkers. Most of you already know us, but those a part of the Hunters have duel identities for security reasons, allow us to introduce ourselves." He motioned to the mech sitting at the very end of the table, Wheeljack. He stood up and happily waved at everyone.

"You guys already know me, but as Prowl said, we have other identities. My name with the Hunters is Blowout." He sat down and motioned for the next mech to speak. Bluestreak.

"Hey. They call me Starshot in the Hunters, but you can still call me Bluestreak 'cause that's the name you guys know me better with but if you really want to call me by my other name you can, I respond to both, but that would cause some confusion if you're talking about me by both names but-"

"Blue. You're running away again." Jazz called from down the table.

"Oops. Sorry." Bluestreak said sheepishly, his faceplates heating up. The next up was Red Alert.

He stood up. "I'm called Siren." He then sat down. Inferno, who was sitting next to him smiled at his mate's actions, he didn't even bother to stand.

"They call me Blazer, fer obvious reasons." He waved for the next one to take their turn. Kup shook his head at Inferno and stood up.

"Primus, never had to do something like this in all my Vorns. I'm called Ricochet. But you can still call me Kup." He sat down, still muttering ill-temperedly. System just chuckled, knowing the old mech was only upset because he was one of the ones against telling the whole base about the Hunters.

She waved to everyone from her seat on the table.

"Night Spark is what the guild calls me but I do prefer ya call me System. Been calling myself that for a long time, don't see a reason to stop now." Prowl shook his head.

"Night Spark will you please act with some semblance of decorum?" He asked, but there was an edge of an order to his voice. System sighed sulkily but jumped off the table and took her seat in the chair right beside Prowl.

"You are absolutely no fun Stalker." System said with a smirk. Prowl just sighed again before standing up to address the waiting bots.

"As System just informed you, my designation among the Hunters is Stalker. I am also the co-leader of the whole guild and all who are a part of it." He sat back down and motioned for Jazz to speak. The silver mech just snickered at his mate, not bothering to stand from his lounged position.

"Meister's tha name, but I'm still all Jazz all the time." He waved for the next mech to speak, but Prowl made a sound in his throat, like he was clearing his vocalizer. Jazz sighed in annoyance, but continued speaking. "M'also co-leader o'the Hunters 'cause o' ma bond wit' Prowl. And as much as a' try, Prowler won't let me get out o' ma duties tha' easily." Prowl gave Jazz a disapproving look, but the silver mech just smiled and shrugged. Then he waved his hand again to let the mech next to him, Beachcomber, speak.

"Yo, mechs." Beachcomber spoke in his own distinct style. "They call me Hendrix, but you can call me either way. It's all cool with me." He sat back in his chair, as cool and calm as if he wasn't talking about something super secret. Blaster was up next, his two cassettes, Eject and Rewind sat on either side of him on the tabletop.

"Hey, Blaster blastin atcha, goin' by the name o' Amp." Eject and Rewind both stood up. "Eject and Rewind go by Whiplash an' Backlash."

"You figure out,"

"Which one is which." The two little bots said, completely enjoying the attention from the rest of the crew. Perceptor was the last mech, standing, but keeping his head bowed. Perceptor never liked being the center of attention unless it was about one of his projects, and this situation was making him uncomfortable.

"Greetings. I go by the name Intel, but I would prefer that you call me by my given designation." When he sat back down, Prowl stood back up and gave everyone a steady look.

"Now that the introductions are finished, I can answer any questions any of you might have." Silence followed. It lasted so long that System started to laugh.

"Boy Prowl, now ya did it. I didn't know ya had it in ya to freeze the processors of nearly the entire command staff." Prowl sent her a glare and made a slicing motion with his hand and System instantly shut up, looking completely serious. "Sorry sir." She spoke and bowed her head. Prowl nodded and turned to look back at the others who were looking very confused.

"I don't understand." Bumblebee spoke in a small voice. "Death Walkers are not real. They're just stories, aren't they?" Prowl shook his head.

"No Bumblebee. They are very much real."

"You can't be serious." Sunstreaker scoffed. "Come on Prowl, do you really expect us to believe that Death Walkers are real?" Prowl gave the golden warrior a very serious look.

"I am completely serious Sunstreaker. Death Walkers are very much real. You saw them on the monitors during the fight." The frontliner still didn't look convinced.

"Looks like we're gonna hafta show them Prowl." System sighed. Prowl gave the femme a startled look.

"Are you sure?" He asked. System flashed a smile, her denta shining in the rec. room lights, emphasizing the fangs that had suddenly appeared.

"Well, we need to convince them somehow." Then she calmly stood up and pulled off her visor, showing all in the room her pink optics. While everyone was speechless, she brought her hand up and gave a little wave with her fingers, actually showing off her talons.

"So sunshine. Do you still deny that Death Walkers exist?" She asked, completely enjoying everyone's gobsmacked looks.

"Y-You're one of them?" Someone shouted. "You're a monster?" System looked insulted.

"Ah don' let em bait ya Sys." Jazz said, still relaxed. System pouted but didn't let the others reactions get to her, they were just surprised. But she knew that now that they knew about her, her life was going to be so much more complicated. She forced a smile and continued to address the gathered mechs.

"I'm not like the other Death Walkers. There are so many differences between us, and since I'm not in the mood to go into that right now, you're just gonna hafta trust me when I say I'm not a monster like the ones we fought earlier, I'm still the same femme you all have known since I joined the Autobots. Remember that." Prowl nodded when she was finished, and motioned for her to sit.

"Now if there are no more questions, with your permission Prime sir, I think we all need some time to absorb what we have all learned." Optimus nodded in agreement. Prowl looked at all the mechs who were a part of the guild. "Hunters, you all know what you have to do." They all nodded and stood up, carefully making their way around the others. System stopped by Bumblebee and tried to put her hand on his shoulder to offer some comfort, but was stopped when the twins stepped in-between the two, Bumblebee not doing a thing to stop them.

"I think it's best if you should stay away from him and everybody else for a while." Sideswipe muttered, feeling very uncomfortable. System just nodded and gave the younger mechs a tight smile. She jumped when she felt a hand on her shoulder, but relaxed when she saw it was just Bluestreak, who turned a glare on the frontliners.

"You shouldn't treat her like that. She's still System, no matter if she is different to you or not. But if you keep treating her like this, than I don't think we should spend anymore time together." Sideswipe and Sunstreaker stood stunned at the little mech's statement. System wasn't sure if she was more surprised with how little Bluestreak had said, considering it was Bluestreak, or with how angry he was, he was usually such a happy little mech, even when he was nervous and rambling.

"Bluestreak, it's alright. I'm a big femme, I can take care of myself." She assured him, patting his hand that was still on her shoulder. Bluestreak shook his head.

"System, you are my friend, as well as one of my guardians, I will not abandon you." He glared at the twins again. "And I won't stand for anyone else harassing you." With that, he took her hand and led her out of the rec. room. She turned and saw the hurt looks between the twins and even Bumblebee. 'I knew when I showed myself that I'd cause trouble, but I didn't want this.'

"We all have had a long Solar Cycle." Optimus finally spoke when all the members of the guild had left. "I think we should get some rest and take Prowl's advice." Taking the dismissal for what it was, they all dispersed, some leaving the rec. room for their quarters, others fixing the rec. room back to the way it was.

System and Bluestreak were in the young gunners quarters, sitting on the berth. System had an arm around the young mech as he sighed sadly, trying to comfort him. Everyone's reactions to their little secrets had hit him harder than he had let on.

"It'll be ok baby blue." She said, using the affectionate nickname. "It'll be alright. I promise."

"How can you be so sure." He asked her miserably, looking up at her with big, spark-broken optics. She just smiled and rubbed his back at his door wing joints.

"Hey, have I ever lied to you, especially when it was important?" She asked. He shook his head, still obviously upset, but relaxing into her familiar touch. "Than if I say it'll be alright, it'll be alright. Trust me," She smirked. "I'm a femme. We know these kinds of things." That got a smile from the gunner. "There. My baby blue should look just like that." She playfully flicked his chevron, getting an embarrassed smile from Bluestreak. Even though they were alone, and System only used the nickname when they were together, it still caused some embarrassment when she used it. "Now let's get some energon and relax. We didn't fuel up cause of Prowlie's little impromptu meeting. We're probably gonna hafta get some for Prowl and Jazz too afterwards." She pulled Blue up and led him out of the room, straight to the rec. room.

Once they both entered the rec. room, the whole room became quiet. Bluestreak didn't meet anyone's optics, but he didn't lower his gaze, trying to appear brave. System on the other hand had a possessive hand on Bluestreak's arm, glaring at everyone who looked at them wrong. She may be passive with others when it came to herself, but no one messed with her precious ones, especially when it came to the young mechs she helped raise.

"Go find us a seat Blue. I'll get us some energon." Bluestreak looked half ready to argue, but then just bit his bottom lip and nodded, quickly scampering off to find a empty table. System held her head up high and kept her optics squared on the energon converter, just daring anyone to try anything with her. Even though she'd never hurt any of her comrades, and she would feel no end of pleasure at having put some of them in their place, she wouldn't do anything like that. It would upset Optimus, who already had too much to deal with, and she didn't want to do anything too violent in front of Bluestreak.

She had just gotten two cubes when she heard the sounds that she had been expecting since she revealed herself to the base. Chairs scraping against the ground and confrontational mech's standing. But when she turned to glare at who dared start something with her, her energon froze. Three mechs were standing over Bluestreak, obviously larger than the gunner, and intimidating the younger mech. They weren't from Elita's unit (obviously) and she didn't recognize them so they weren't from Optimus' unit, so they belonged to Ultra Magnus.

"What kind of mech are you, affiliating with things like that?" The one who was leaning over Blue with his arm on Blue's chair demanded, motioning with his head over to System. System's optics narrowed as she started to purposefully make her way towards the mechs who were accosting her friend. Many others in the room started making their way out, but System was too focused on the three slaggers to notice or care, hopefully someone would have the presence of mind to get an officer.

"What is going on here?" System asked, her voice deadly cold. The three mechs jerked around, facing the silently pissed off femme.

"Well well well, if it isn't the freak." One of them sneered, but System wasn't fooled, she could see and smell the fear coming off of them, they absolutely reeked of it. So she let a sadistic smirk cross her face, one she reserved only for battle, to try and scare them even more, and to change their focus onto her and away from Bluestreak. But sadly the poor little mech didn't know what she was trying to do and pushed himself out of his seat.

"Leave her alone, she hasn't done anything to y-" The mech who was closest to him violently shoved Bluestreak away, causing him to lose his balance and fall onto his back and door wings.

"Ah shut up you little traitor." System watched in shock, concern, and fury as she watched the young mech land on his overly sensitive door wings before she could do anything. But then, she heard a soft, low, keening sound that made her pump stop and her tank drop in horror. The sound of a sparkling in pain.

A sparkling in pain with two very protective guardians. One of those guardians who isn't afraid to rip mechs apart. One of those guardians who can hear their sparkling in pain. One of those guardians who was standing in the doorway of the rec. room right now, his visor sweeping and catching the sight of his sparkling on the ground with three oversized mechs standing over him. System dropped the energon and quickly sidestepped to be next to Bluestreak as Jazz blazed into the room, grabbed hold of the lead mech, the one who had pushed Bluestreak to be exact, and pushed him into the wall. All done in half a nanoclick, revealing Jazz's monstrous strength, speed, and now his fangs as he leaned close to the mech and hissed in his face.

The whole room froze as Jazz, who was one of the smaller mechs and most amiable had his servos wrapped around a fellow Autobot's neck and had him lifted off the ground, squirming and trying to get free, the only sounds coming from Jazz as he hissed and growled at the offender that attacked his little sparklet. Then, from the quiet of the room, another hissing was added. Jazz jerked his head around, but kept his hands on the mech, to see what was the cause. System was supporting Bluestreak, her arm around his shoulders as he nursed his aching door wings. She had a serious look as she hissed and growled, similar to Jazz, but she did it with less venom than the silver mech. Jazz hissed at her and jerked his head around to glare at the mech in his grasp. System leaned forward, but kept her arm around Bluestreak, hissing more urgently, than growled so lowly, many still in the room were reminded of Cyberwolves.

Jazz released the mech and allowed him to slid to the ground. Then he made his way over the System and Bluestreak and bowed in front of the femme. She looked very uncomfortable with the gesture, but she just shook it off.

"Take Blue." Was all she said. Jazz nodded and lifted the mech up into his arms, mindful of his still aching door wings, and left for his and Prowl's quarters. System was left alone in the eerily quiet rec. room. She spared the three slaggers a glare before going to replace the energon cubes that she had dropped. Before she made her exit, she cast the room one final look and stated, "That's why you should never slag off Jazz." And left to meet back up with Jazz and Bluestreak, she would need to inform Prowl what happened and he would need to deal with those three mechs. It wouldn't be in their best interest to stay on base, not with two very fragged off death walkers and one overprotective second in command to the entire Autobot army hanging around.

Ironhide sat in his office thinking, staring at a simple data-pad to disguise his wandering thoughts. This wasn't something Ironhide was used to doing. He was used to stalking the weapons range and firing his massive cannons at hollow-cons instead of brooding. In Ironhide's CPU, brooding didn't help matters at all, all it accomplished was giving the broody a massive processor-ache. But with all that had happened, the lose of Optimus, the Prime's unexplainable resurrection, the revelation of a scary sparkling story being true, and most of his trusted friends having hidden a secret from all on base, well, it just led to the black weapons specialist to do the one thing he was loath to do, brood. And as he brooded, he failed to notice his door opening and the appearance of a certain femme that was one of the reasons he was brooding.

"Well that must be one pit of a data-pad to get your attention like that." A voice said, startling him out of his thoughts, but he didn't outwardly show it. Glancing up, he noticed System smirking at him. He frowned, he couldn't help himself. System saw his look and sobered up.

"Look, I can understand how uncomfortable you must be right now." Ironhide snorted at that and System frowned. "But I'm not here to cause trouble, well…" She trailed off as she realized what exactly she said, catching Ironhide's attention. "Ok, that's a blatant lie. Trouble has already happened." Ironhide rose an optic ridge, annoying System that he wasn't saying anything to her. "And by guessing that you've been cooped up in here all solar cycle, than you probably don't know what went on." Before the black mech could say anything, she shoved a couple of data-pads in front of him.

"Here's mine and Jazz's recounts of what happened. Basically three of Ultra's mechs started accosting Blue, even going so far as shoving him to the ground when they zeroed in on me. When Blue hit the ground, he made _that_ sound." Ironhide, reading the data-pads and listening to System's explanation knew all too well what sound she meant, he heard it enough times with Bumblebee to have it hard wired into his processor, every time he heard it, his cannons would activate on instinct. "Well needless to say Jazz heard." Ironhide didn't bother hiding his wince that time. "And again needless to say it all went to pit from there. The three weren't injured, but the lead mech did get a few dent's around his neck, but other than that, they were just slagging scared. Jazz and I will accept any punishment given." As System finished and waited (for Ironhide to slagging say something!), the black mech let the cogs in his head turn at what the femme was presenting to him.

"Why aren't you telling this to Prowl?" He asked. System snorted.

"He's way too involved in this. The confrontation was based on what the Hunters and I shared with you all, my true nature, and Bluestreak's association with us. Since Prowl is the Hunters leader, Jazz's Sparkmate, and Bluestreak's guardian, he wouldn't be able to give a nonbiased decision, even with that infernal Battle computer of his." She knocked a fist to her helm to emphasize her point. "And similar problems pop up with half the command structure. When I told Prowl what happened with me, Jazz, and Blue, he pointed this all out. The Hunters are a really close group, we take care of each other like any family, we raise, teach, protect one another closer than brothers.

"Prowl can't deliberate this because of what I said before. And Wheeljack, Jazz, Blaster, Kup and everyone else can't because of how close we all are to each other. And Ratchet can't do this because of his relationship with Wheeljack. So that pretty much leaves most of the disciplining of these matters to you, Optimus, Elita-1, and Ultra Magnus, and since those three mechs probably already told a completely fragged up story of their own, I'm not holding out much hope for Ultra to be fair to us. So…" Ironhide saw the point she was making and nodded his head, feeling a processor-ache coming on. System turned and started exiting the office.

"If it's any consolation," She said, turning her head to look at the black mech. "Jazz and I didn't start this. We're not sorry for what happened to those mechs, and to be honest, I'd do it again in a spark beat, I'm sorry that Bluestreak was dragged into this." Then she left, leaving Ironhide to his brooding thoughts.

Prowl was in his and Jazz's quarters, watching his mate storm around their room. Bluestreak had his head resting in the tacticians lap, the black and white carefully messaging the young mech's back to relieve the ache. When Jazz had first brought Bluestreak in, Prowl thought the worst, thinking one of the mechs on base had beaten their sparkling, and Jazz wasn't much help in supplying information. Thankfully System had appeared not too long afterward and filled him in on what happened. Even though Prowl knew and expected this sort of thing to happen, he had foolishly thought that the younger members of the Hunters would be spared from antagonism from others. Now he was proven wrong.

System entered their quarters, finding Jazz still pacing the room, his outline resembling Blurr's because of the unconscious use of his speed.

"Calm down Jazz or you'll wake up Blue." System uttered in annoyance. All the tension in the base was affecting the usually jovial femme and mech that they were starting to become short, even with each other. Jazz growled and bared his teeth, but both knew he wouldn't attack her. He sighed and dropped onto Prowl's other side, burying his face in his mate's neck and drinking in his scent. System took a deep calming breath and grabbed the seat at the desk where Prowl worked sometimes.

"Ok this is getting irritating." She said, taking off her visor and massaging her temples, trying to alleviate the tension.

"I can see that." Prowl said quietly, trying not to disturb his mate and sparkling. "Your optics are green." System held up a hand in front of her face to see the color of her optics light reflect in the metal.

"Hm you're right. But what can we do? The base is still basically in lock down, I haven't seen anyone leave anyway, so we can't just leave. And we're not leaving you and the others to the wrath of a base full of bigots just to get some relief." Jazz made a sound of agreement from Prowl's neck. Prowl sighed.

"But with everyone's emotions running high, you and Jazz are even more affected." Jazz made more mumbling sounds like an argument, something that sounded like 'o e rn't', causing Prowl and System to chuckle. The base wide alarm sounding again caused all of them to jump. Sighing, System and Prowl got up.

"I swear if it's another attack again I'll…." System trailed off into unintelligible grumblings.

"You stay hear." Prowl ordered Bluestreak. The young mech was about to argue and tried to stand up, but winced at the ache he still had and sank back down onto the berth. "Stay with him." Prowl told Jazz, but made it sound more like a request then when he spoke to Bluestreak. The silver mech didn't look happy but nodded. System was already out, so Prowl just followed the femme's lead and soon caught up with her.

"Sorry Prowl. Didn't want to risk you ordering me out of all the fun as well." She said jovially. Prowl refrained from reminding her of how annoyed she was not two clicks ago. When they reached the command center, they saw that Optimus and Elita-1 was already there. The screens flashed and showed the image of three Decepticon signals making their way toward their base.

"Can you identify who they are?" Optimus asked the mech on duty. The mech typed a few commands and an image of the outside showed up on the large screen. Then three Decepticons were seen and instantly identified.

"Soundwave, Thundercracker, and Skywarp." The mech reported.

"Should we prepare for confrontation?" Elita asked.

"No!" Prowl interrupted, gaining everyone's attention in the room.

"Prowl?" Optimus asked.

"Do not attack them." Prowl ordered, turning to System. "Go out with one of the others and see what they want." System nodded and took off.

"What is the meaning of this Prowl?" Optimus demanded, but he was more confused then outraged. Prowl leveled his commanders with a stoic look.

"They are members of our guild. They are Hunters just like us."

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**I hope you enjoyed this chapter. Did you like the names I gave the bots? Tell me what you think, leave a review. And I don't own Transformers.**


	9. Like a Hell-broth

**A/N:** Sorry to all who I have dissapointed about not updating this story in a monkey's age. I blame the mondo writer's block that had landed on me caused by certain personal tragedies that happened this last year, so please forgive me. I hope you enjoy this chapter, cause I have tried me best with it. I do not own Transformers wich are owned by the wonderfull Hasbro company.

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System ran down the halls of Autobot base, mentally running down the list of Hunters who should go out and greet the Decepticons outside with her. This was Thundercracker, who wasn't the most popular among the hunters, so not the older ones like Kup, and Soundwave was with him, so that means no Jazz or Blaster and his cassettes, and she couldn't bring the younglings into this, so that left only one comfortable option. Pit, she was pushing it with it being _her_ that was bringing them in.

"Hey Wheeljack!" System swung into the engineer's lab, searching for the elusive white, red, and green form. When she didn't see him, she cursed and ran off to try and find him, but if she ran into one of the others, she wouldn't have a choice and would have to take them. She didn't have time to track down one mech, the Autobots were twitchy and that could lead to trouble, and very soon. Then she heard the sound of Ratchet yelling at someone. Thinking maybe it was the twins, she decided to ask Ratchet if he's seen Wheeljack. As she reached to doors to the med-bay, she was surprised to hear Wheeljack's voice.

"Please Ratch. If you'd just let me explain-" Wheeljack tried to say, distress tingeing his voice.

"Explain what! You kept this secret life of yours away from me!"

"Ratchet, you don't understand." Wheeljack tried to argue.

"You're right, I don't understand, and I don't want to." System didn't stand around to hear what else was going to be said, she burst the doors open and caught sight of the two mechs. Ratchet was standing ridged, glaring at whoever dared trespass on his territory, while Wheeljack looked like he was just about to burst into sobs, his hands up in a pleading gesture. Walking briskly, the femme gently grabbed Jack's hand and started to lead him outside.

"What? System what are you-" Wheeljack started to ask, completely caught off guard by the femme.

"Trouble outside. Need your help." Was all she said. If she understood what that argument was about, Ratchet didn't need to hear what they were going to do and why, and Wheeljack definitely didn't need to hear what the medic was about to say to him. Once out in the safety of the halls though, System felt safe enough to explain more to Wheeljack.

"But why me?" The engineer asked, his lights flashing in query.

"Because," The femme said, trying to hurry as fast as possible to get outside, but trying not to drag the poor mech behind her. "It's Thundercracker and Soundwave. You know what 'Cracker did. Kup still hasn't gotten over it, the old codger. And Soundwave, well, he's not the most comfortable around _us_," She gestured to herself. "Especially when he doesn't have his mate around. You, on the other servo, are safe to be around. You don't hold anything against the seeker and you don't threaten 'Wave, so that's why I grabbed you." Wheeljack nodded in understanding as they both approached the front entrance of the base.

"By the way," The femme said lowly, as the doors opened. "Back there with Ratchet. Is there anything that you need?" She asked, looking at the mech who was just as much a sparkling to her as the rest of the mechs in the hunters. Wheeljack dropped his gaze to the ground and shook his head. System felt her spark go out to the spark broken mech. She placed a reassuring servo on his shoulder and squeezed. "Hey." She said, getting his attention as she led him outside. "Anything you need. Anything at all, just ask." Wheeljack smiled behind his mask as the two approached the three Decepticons.

Inside the base…

Prowl sat at the table in the conference room, surrounded by his superiors, most of whom were giving him glares. The only one who wasn't was Optimus, who looked like he was trying to understand Prowl's position, he seemed to be the only officer who had actually been paying attention when the Hunters revealed themselves. But it wasn't Prime who spoke to him first.

"What I want to know Prowl, is just what is happening?" Ultra Magnus demanded, his optics hard on Prowl, Elita-1 right next to him giving him a similar look. The SIC sighed and rubbed his temples like how System did earlier in his quarters. He just knew Ratchet was going to have to overhaul his Battle Computer after this.

"Could you be a little more specific Ultra Magnus, sir?" Prowl grit out between his denta, oncoming processor ache making him temperamental.

"Why are there 'Cons outside the base, and just why are they here?" Elita snapped. Optimus decided enough was enough, he placed a servo on Magnus' shoulder, gaining the blue and white mech's attention.

"Alright, back off Magnus." Prime said gently, also giving Elita a look that said the same. "Prowl will tell us everything, but only if you allow him to speak. He is my second in command, not a prisoner, and this is not an interrogation." Prowl shot a grateful look at his leader before sighing.

"It is like I said in the Rec. Room. We are a guild of hunters, organized and trained, to hunt and dispose of death walkers." Ultra Magnus scoffed at that.

"Yeah right. I don't believe that Prowl." The SIC gave the larger mech a glare. "Death walkers do not exist. They are a story to scare younglings."

"Than how do you explain the battle earlier? Those Decepticons were not normal." Prowl shot back.

"A virus. There's probably an epidemic going on and Megatron doesn't want to seem week so he's sending his soldiers out, even if they're sick." The blue and white mech said. Prowl gave a grim laugh.

"Yeah a virus. That is exactly what it is." Magnus looked pleased the Prowl was finally making sense and agreeing with him. "That is what makes the Death Walkers." Prowl stood up and glared at his superior officer. "I do not care if you do not believe what is right in front of your faceplate, I do not care if you do not believe me, and I do not care what you think about it, the situation is this. There is a Death Walker epidemic going on and my guild is the only thing that will keep it from spreading." The black and white stomped passed his surprised superiors towered the door. "I do not know why those Decepticons are here, but when I find out, I will give you a report." He shot over his shoulder and left. A few moments of silence came, then Optimus went to follow him.

"That's why you shouldn't mess with my SIC Magnus."

Outside the base, System and Wheeljack approach the assembled Cons. System motioned for Wheeljack to take the lead, the scientist a little nervous to be around these specific Decepticons again.

"H-hey guys. Long time no see." Wheeljack waved at them. Thundercracker rolled his optics, Skywarp looked nervously between them all, and Soundwave didn't make a move. _Yep, just like old times._ System thought. "Why are you all here?" Jack' asked. Soundwave stepped forward as the seekers huddled closer together, his mask and visor glinting in the light of Cybertron's sun.

"**Situation: Critical. Decepticon bases: Swarming with Death Walkers.**" System and Wheeljack exchanged worried looks.

"Yeah, we've kind've figured that out already." Wheeljack said, rubbing the back of his helm. Thundercracker looked angry.

"How could you have already found out. Have your little spies been keeping track of me?" He hissed, mostly at System.

"Hay hay hay!" Wheeljack waved his arms in front of the femme, trying to get the seekers attention back on him. "System and Jazz had nothing to do with it. Megatron and about a thousand newly Turned attacked the base recently. With the amount of soldiers he had with him, we kind've already guessed this spread to most if not all of your bases. Pit, we're surprised that you three are here right now. We thought that nothing would make you come here and that you were either turned or deactivated." Thundercracker calmed down some and scoffed.

"Who do you take us for, those idiotic twins of yours?"

"**Silence Thundercracker.**" Soundwave ordered, noticing System tense at the seekers attitude. Soundwave didn't have the same problem with the rest of the hunters as Thundercracker did, but he was still edgy around them, System and Jazz specifically. The blue seeker snorted but didn't say anything more. Skywarp was seriously confused.

"Hey TC." He tugged on one of his mate's chest vents. "What's going on? You haven't said anything since we hightailed it from base to the Bots place." Thundercracker gently hushed his mate.

"It's alright Warp. I'll explain everything once we're safe." System decided it was time for her to speak.

"If you want asylum," The three Con's tensed as she spoke. "Then you're going to have to turn over all of your weapons and agree to an interrogation by Prowl." Soundwave and Thundercracker looked to each other, seeming to have a conversation over their comms. before turning back to the Autobots and nodding in agreement. Carefully they handed over all of their weapons, including Thundercracker's energy daggers and Soundwave's scythe. They were then led into the base, System in front so that Thundercracker and Soundwave could keep their optics on her. Wheeljack stayed close to Skywarp and offered comforting looks, but the seeker was still wary of the Autobots.

They hurried the 'Cons through the base, keeping away from frequently traveled hallways, until they made it to the interrogation rooms, or White Rooms, as Jazz affectionately called them. They were just blank white walls with only a table and two chairs inside. System decided to ignore proper procedure of keeping prisoners separated and allowed the seekers to be held in one room together and Soundwave with his creations in another. Wheeljack caught on and didn't say anything until the two were outside the rooms, alone.

"You know, you can get into major trouble by Prowl and Optimus when they find out what you did." He pointed out. He didn't want to make trouble for System, he just didn't want her to have anymore problems than she already did.

"I know Jack. But they were just through the Pit. Did you see the scratches on their armor?" She asked. Wheeljack nodded, he had suspicions about that, but didn't want to think too much into it. "They must've encountered the Death Walkers at some point, that's what they were running from if you have forgotten."

"No I haven't." Wheeljack didn't like the snippy tone System was using, but he attributed it with how tense the base was, so tried not to let it get to him.

"So they don't need to be anymore upset then they already are, besides, _they _came to _us_. The ones that said they'd never come back even if Unicron himself came to Cybertron to devour us all. They need us Jack, so they're not going to risk being thrown out there to be Death Walker bait. I suggest we don't do something to make their stay here anymore painful or awkward." Wheeljack nodded as Prowl came up to them. They reported everything that happened and Prowl agreed with System's logic about their prisoners, even though he didn't exactly agree with breaking procedures at anytime, this was a special case. Deciding to start with the seekers first, Prowl entered the room with Wheeljack standing by the door. System decided to go relieve some of her tension while the mechs talked, a stressed out Death Walker was not a good thing on a base with twitchy bots.

Inside the White Room…

Prowl looked the Decepticons over with a critical optic. Skywarp sat hunched over and shacking in one of the chairs, looking two clicks away from warping out of the room, while Thundercracker stood ramrod straight behind the purple mech, his arms crossed and glaring daggers, swords, spears, and various other sharp implements at the two Autobots. Prowl sighed, knowing that things were not going to be easy. He took the other chair and sat down, keeping his face a neutral as possible. After a few moments of silence, Thundercracker finally snapped. He slammed a hand on the table, making Skywarp and Wheeljack jump.

"Well what are you waiting for?! Get on with your interrogation. Ask us all those inane questions about our intentions, plans, and other scrap." Prowl just kept his cool gaze on the blue seeker, who growled at the lack of reaction from the mech. "Why are you even here right now. You have no idea what's really going on. Send in that femme or that saboteur of yours or somebody, don't just sit there like a drone!" Prowl's door-wings twitched, making Thundercracker slightly relieved.

"Actually Thundercracker, I do know what is going on. More than I care to." The blue seeker snorted in contempt and resumed his place behind Skywarp, who still looked completely confused.

"Um…" The purple seeker caught Prowl's attention. "I…I don't r-really know w-what's going on." He muttered, feeling like the complete idiot people always said he was. Prowl sighed again, but lowered his door-wings in a non-threatening way.

"I guess I will have to start at the beginning. What I am going to say may sound illogical, but it is all true." Skywarp blinked his optics while Thundercracker snorted, but looked interested in what the Praxian was going to say. "The creatures you encountered before coming to our base are known as Death Walkers. They are Cybertronians infected with a virus that allows them immortality of a sorts, but at the cost of their sense of self.

"They become beastly, with the only instinct being to hunt down fellow Cybertronians and consume their Energon." Skywarp could barley comprehend what he was told. He knew about Death Walkers, most of the Cybertron culture thought of them as just mere legends, like the Matrix of Leadership and the Fallen. But the 'stoic, logical, by the books second in command of the Autobots' was telling him that all those scary stories were true. It was nearly impossible to believe, if Skywarp hadn't encountered those things before, he would've thought the Praxian had finally lost it.

"Long ago, when Death Walkers threatened the existence of all Cybertronians, a guild was formed. Mechs gathered and trained to hunt down this menace to extinction, and it was believed that Death Walkers ceased to exist many centuries ago, yet the guild still remains, but it would appear we were mistaken." Thundercracker sneered in contempt.

"Slag yeah you were. Wait…" He blinked his optics as what Prowl just said sank in. "We?" He turned and gave Prowl a confused look. Prowl, for his part, was still calm. He slowly brought his right hand forward, palm down, and with his left he peeled off a small piece of flexible metal to reveal a mark on the back of his hand. A blaster and sword crossed over a shield encompassed by a spark. Skywarp didn't understand, but Thundecracker did. He took a step back in shock before lunging forward and grabbing Prowl's hand. Wheeljack started to move to protect Prowl, but the door-winger held up his hand to stop the inventor. After a few minutes of disbelieving examination, the blue seeker finally released Prowl's hand, but he still held his shocked expression.

"I don't believe it. How can one not born into the guild be it's fragging _leader_!?" Prowl couldn't help the small smile that came at the normally unflappable seeker's stunned declaration.

"Well, if you would really like to know," Prowl began, schooling his faceplates back to his normal seriousness. "I will gladly offer you that information in exchange for a full explanation about what happened that would cause you to return to us. From what I understand, you left the guild with the declaration of 'Never coming back to the backwards fragging mechs with their helms up their exhaust ports.' if the information I was given is correct." Thundercracker snorted.

"That would be the abridged version, but yes. I vowed to never come near you slagging guild mechs ever again, just because I refused to go through with your stupid little ceremony."

"It is not stupid, Thundercracker." Prowl's lips thinned. "We were forced to reveal ourselves to our fellow Autobots after Megatron's attempted invasion not to long ago. Their reactions have shown us just why we have that specific rule in place." Thundercracker's optics narrowed at the SIC, but he didn't say anything else. Skywarp decided to take this opportunity to speak up.

"Um…what exactly are you guys talking about?" Thundercracker turned to his mate and sighed sadly.

"I'm sorry Warp. I didn't want to drag you into all this." He brought his hand up and rubbed his faceplates in exhaustion. "Primus, this is messed up."

"Allow me. Skywarp," Prowl spoke up. "As you have probably guessed by now, Thundercracker and myself are apart of that guild I spoke of earlier, as well as Wheeljack." He pointed toward the inventor, who cheerily waved at them. "And the reason Thundercracker has a problem with us isn't because we are Autobots and he a Decepticon. It's because he did not agree with and broke one of you most important rules." Skywarp looked alarmed as he looked back at Thundercracker, who seemed to of deflated into himself, his wings drooped and his posture was slumped.

"And what w-was that rule?" Skywarp was afraid to ask, but he wanted to know. Prowl sighed and shook his head before answering.

"He took you as a mate without inducting you into the guild." Skywarp was shocked and confused by that. Why was that such a big deal? Thankfully, Prowl explained.

Rec. Room…

Inside the Rec. Room, Bumblebee was at a table by himself. He sat hunched over his cube of energon as he tried to sort through his emotions. He felt betrayed that some of his closest friends, people he viewed as family kept such a huge secret from him. Sad that he wasn't trusted enough to know such a secret. Angry at how much slag most of the bots on base were giving the guild members, they were still Autobots. Guilty that he wasn't doing enough to help his friends. His emotions were all over the place, that he failed to notice the huge red mech that came up and sat beside him.

"Hey, Bee. How ya doin'?" Inferno asked, breaking Bumblebee out of his thoughts.

"Oh, hey Inferno." Bumblebee greeted awkwardly. Inferno noticed Bumblebee's discomfort and chuckled.

"I's alrigh' lil Bee. Ah know I's 'ard ta be 'round us, now tha' ya know 'bout our lil secret." Inferno patted Bumblebee's shoulder. "But ya gotta know that none a' us wanted ta keep this a secret from ya and tha others, 'specially Prime. It was 'ard on tha others, wha' with keepin' this whole thin' a secret. Ah don' rightly know how tha ones sparked into tha guild kept their traps shut 'bout it. But seein' how everyone else is treatin' us like slag, ah'm no longer doubtin' the rule." Bumblebee looked up at the huge mech with wide blue optics.

"What rule?" Bee asked, his misgivings evaporating at his curiosity and the comfort the big mech was giving.

"Oh, well ya see, ah wasn't sparked into tha guild." Inferno said, taking a gulp of his Energon as he got comfortable in his chair. "Ah came inta tha guild through ma sparkbonin' with Red. As such, there's a rule sayin' tha anyone wantin' to sparkbond outside'a tha guild has ta inducte em into tha guild."

"How?" Bee asked. "And why?" Inferno smiled.

"Let ma tell ya a lil story, Bee."

_Inferno's systems started up slowly as he woke from recharge. He couldn't help the slag eating grin that appeared on his face as the memories of last night came back to him. Who knew someone like Red Alert could ride his spark like _that_? A flash of pleasure bloomed in his spark at the thought of his new bondmate. He flexed his arms, trying to find the lithe body of the security director. Only finding cold hard metal forced Inferno to finish his startup quicker than he wanted to, to search for Red, but what he found surprised him to say the least. _

_He was on the floor in a dark, spacious room, filled with many of the mechs he interacted with on base, all grinning at him, some giggling. He frowned. If this was a prank from those blasted twins, he was gonna have a set of armor decorations for Red Alert's wall. Then he caught sight of his bondmate on his right. Red Alert was standing with the mechs, twitching and alternating between looking at Inferno with a look filled with distress and sorrow and looking to the floor. Inferno was now completely confused. Red Alert couldn't be a part of this prank, it wasn't like him. _

_A figure stepped out from the group in front of him, revealing System, behind her was both Jazz and Prowl. Inferno was starting to feel the beginnings of a processor crash coming. _

"_Inferno." System said, gaining the red mech's attention. "You have been brought before us as a prospective member." Red Alert started twitching more erratically, looking guiltily around, not meeting Inferno's optics. _

"_Member? Member fer wha?" Inferno asked, his accent twanging. System's mouth pressed into a firm line. _

"_A member of the Hunters." Then she started explaining what the Hunters were. At the end Inferno could only stare at her, this was taking the joke to a whole new level. _

"_Are ya serious?" Inferno asked incredulously. "Am I bein' taped? Where's tha camras? Do ya really 'xpect ma ta believe ya silly story? This is jus' a cruel joke that yer palyin, 'specially since ya got Red in on it." He glared at the femme, who just sighed and kneeled down to the still sitting mech. _

"_This is no joke Inferno. This is real." She said it so seriously that Inferno didn't dare try to interrupt her. "What we do - did - was and is real. Now we're just a secret society if you will, a big family that we keep secret from anyone else who isn't a part of it. Red is a member, he was sparked into it, and by bonding to him, you are being initiated into it." Inferno turned to look at Red Alert, who was back to looking at the ground. System leaned into Inferno's audio so as not to be heard by anyone else. "He didn't want this to happen, he wanted to tell you so you could have a choice, but this is the way things are done in the hunters, please understand." Looking up at the femme, Inferno saw that she was giving Red a reassuring smile, trying to tell the twitching mech everything was alright. She then stepped back and started speaking aloud again. _

"_Inferno, as Red Alert's bondmate, you are now allowed access into the Hunters. As such you must pledge that you will not speak of this moment or of the Hunters to anyone who is not a Hunter themselves. Do you swear this?" Inferno looked from System to Red Alert, surprised to see that Red had an energon knife and was using it to slash his hand open. Inferno's first instinct was to run over to the SD and stop him from hurting himself, but System's servo on his shoulder stopped him, he was surprised at how strong she was. Red then gave the knife to the mech next to him, who did the same thing, using the knife to slash his hand open. _

"_Inferno." System was at his audio again. "You must swear this, on the Allspark and the spark of Primus," She was asking him to swear his silence on the most holy objects and names known to any Cybertonian, this was serious. "Otherwise Red Alert will be forced to take his spark," He whirled his helm and looked shocked at the femme, she couldn't be serious! "And indirectly your spark as well." Inferno kept looking at her with wide optics. She sighed. _

"_Yes I know it's a slag eating rule, but it's how we keep our secrecy and ultimately our safety, by making sure no risk to our existence exists. I wish there wasn't a need for this rule, but there have been instances in the past, so you need to swear this exactly as I have told you. I don't want to see Red take his spark any more than you do, so please, for his sake if not your own." She stepped back and took the energon knife from Prowl, who had slashed his servo as well. System quickly slashed her own, as if doing so didn't bother her at all. _

"_So Inferno, do you swear to keep our existence a secret and accept the responsibility that comes with being a Hunter?" Inferno looked at Red Alert again, who was looking sorrowfully at him. Inferno then made his decision. He kneeled in front of System and bowed his helm. _

"_Ah' swear on tha spark a' Primus 'imself and the Allspark tha ah will not tell a spark 'bout tha Hunters, and accept full respons'bility of a Hunter." His accent becoming thicker. He heard a collective sigh of relief, it seemed none of them wanted Red Alert to take his spark either. System gently grabbed his servo and brought it up to her, quickly sliding the blade of the energon knife across his palm. Inferno hissed, but didn't say anything. _

"_Then may this mark you admittance. Welcome to the guild Hunter Blazer." Cheers rose in the room and Inferno was bowled over by Red Alert, the SD clinging onto the larger mech for dear life. System chuckled. _

"_Siren." Red turned his helm to look at Prowl who stepped closer to them, still not releasing his hold on Inferno, actually clinging harder onto the red armor. "You will apprentice Hunter Blazer." Red nodded and burrowed his helm into Inferno's chest plate. Inferno and System both chuckled. Even now, newly bonded, Red Alert acted like a sparkling sometimes. "I wish you both the best." System said, and walked away. The two mechs were swarmed by the rest of the Hunters, each offering congratulations on their bonding and Inferno's admittance into the Hunters. _

Inferno showed Bumblebee his hand, that still held the scar from the energon knife.

"Ah keep this as a memory of wha' ah promised, and wha' ah gained." Bumblebee gave the red mech a confused look. Inferno chuckled. "Ya already know wha' ah promised, wha' ah gained was a brotherhood. All'a tha Hunters are brothers, not jus' in arms, but brothers in tha sense a' family. We're all one big family, lookin' out fer one'a other. We stick together, support one'o other, and we remind each other we ain't alone." Bumblebee looked thoughtful at that. Who knew Inferno of all mechs could be deep and insightful? A chuckle broke him out of his thoughts. Standing behind Inferno was Red Alert.

"Telling stories again Inferno?" Red Alert asked as he slid into a the chair next to Inferno, nodding his helm at Bumblebee in greeting.

"Na'. Jus' tellin' Bee 'ere why tha Hunters needed ta be a secret." Red nodded his helm in understanding.

"Yes. Most viewed the rule to be very extreme, but it was needed, and a part of guild life." Red shrugged his shoulder strut. He was sparked into the guild, so none of their rules were strange to him. Bumblebee nodded, now beginning to understand.

Inside the White Room…

Skywarp sat in silence as he tried to process what Prowl jus told him. "So you're saying that 'Cracker didn't want me to be a part of your little club, so he dropped you and took off?" Prowl sighed and rubbed his helm, trying to will the processor ache away, he had already been over this with the purple seeker four times, _with_ Wheeljack helping.

"Yes, because he bonded to you and refused to make you a guild member, he was viewed as a danger and so he as you said, 'took off'."

"Alright, I think I got it." Skywarp nodded and Prowl silently sighed in relief.

"Alright, now that you've explained that for Warp," Thundercracker spoke up, frowning more, with Wheeljack didn't think was even possible. "How about you explain to me how someone not sparked into the guild, yes I know that much Prowl, became it's leader." Prowl smiled and folded his hands on the table.

"Alright, then. But a deal is a deal. Once I've told you my story, I want yours." The Praxian leveled his gaze on the blue seeker, who nodded in agreement. "Alright, but to tell you how I became guild leader, I must first tell you how System and Jazz came to be with the Autobots."

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**A/N:** I hope you enjoyed this. Please, read, review, flame, whatever...


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